Clarus Corp. Securities Litigation

During the Settlement Class Period, Clarus, a Suwanee, Georgia-based company, was engaged in the business of developing, marketing and selling internet-based business-to-business software that automated the procurement, sourcing and settlement of goods and services. The lawsuit alleged claims for securities fraud against the Defendants under § 20(a) and § 10(b) of the Securities Exchange Act of 1934. Specifically the lawsuit alleged that certain public statements made by the Defendants were false or misleading and caused Clarus’ stock to be artificially inflated. Defendants have denied and continue to deny each and all of the claims and contentions alleged by the Lead Plaintiffs in the Action. The Defendants expressly have denied and continue to deny all charges of wrongdoing or liability against them arising out of any of the conduct, statements, acts or omissions alleged, or that could have been alleged, in the Action. The Defendants also have denied and continue to deny, inter alia, the allegations that the Lead Plaintiffs or the Settlement Class (as defined below) have suffered damage or that the Lead Plaintiffs or the Settlement Class were harmed by the conduct alleged in the Action.

Defendants’ decision to settle the Action was based on the conclusion that further conduct of the Action would be protracted and expensive, that it is desirable that the Action be fully and finally settled in the manner and upon the terms and conditions set forth in the Stipulation, the uncertainty and risks inherent in any litigation, especially in complex cases like the Action, and the determination that it is desirable and beneficial that the Action be settled in the manner and upon the terms and conditions set forth in the Stipulation.

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