Quotient Technology $48M Securities Class Action Settlement

Investors who held Quotient Technology Inc. common stock and received $4 per share in cash on Sept. 5, 2023, when CB Neptune Holdings LLC acquired the company may be eligible to receive a cash payment from a class action settlement.

Matthew Krepsik, Houlihan Lokey Inc., Charlesbank Capital Partners LLC and CB Neptune Holdings LLC agreed to pay $48 million to settle a stockholder class action lawsuit involving Quotient Technology's acquisition. The lawsuit alleged Krepsik faced conflicts of interest and that he and Houlihan favored Neptune and Charlesbank during the sale process, gave Quotient's board incomplete information and caused stockholders to receive less than fair value.

Who are the class members?

The settlement class includes all record and beneficial holders of Quotient common stock as of Sept. 5, 2023, who received $4 per share in cash when the acquisition closed.

Additional details

• Both individuals and entities can be class members.
• The settlement includes stockholders who held shares directly or through a broker or other nominee.
• The class includes successors and assigns of eligible stockholders.

How much can class members get?

The total settlement fund is $48,000,000. The amount each class member receives depends on several factors:

• The number of eligible shares the class member held at the closing of the acquisition on Sept. 5, 2023
• The total number of eligible shares all eligible class members held
• The amount of the net settlement fund after court-approved deductions

The settlement administrator will distribute payments on a pro rata basis according to the court-approved plan of allocation:

• Each class member will receive the per-share recovery for every eligible share they held at closing.
• The settlement administrator will calculate the per-share recovery by dividing the net settlement fund by the total number of eligible shares.
• For investors who held shares in a street name through a broker, the settlement administrator will send payments to Depository Trust & Clearing Corp. participants, who will distribute the funds to eligible beneficial owners.
• For record owners outside the Depository Trust Co. system, the settlement administrator will send payments directly to those owners.
• Investors who purchased shares on or before Sept. 5, 2023, will qualify for those shares even though the settlement occurred after the acquisition closed.

No claim form needed to receive payment

Class members do not need to submit a claim form to receive payment. The settlement administrator will distribute payments the same way class members received the original $4 per share.

Settlement administrator's mailing address: Quotient Stockholder Settlement, c/o A.B. Data Ltd., P.O. Box 170500, Milwaukee, WI 53217

Payout options

• Electronic payment
• Physical check

$48 million settlement fund

The $48,000,000 settlement fund includes:

• Settlement administration costs: To be determined
• Attorneys' fees and expenses: Up to $11,520,000
• Service awards to plaintiffs: Up to $1,250,000
• Payments to eligible class members: Remainder of the fund

Important date

• Fairness hearing: Sept. 22, 2026

When is the Quotient stockholder class action settlement payout date?

The settlement administrator will issue payments to eligible class members after the court grants final approval, the settlement takes effect and all appeals conclude.

Why is there a class action settlement?

The lawsuit alleged Quotient’s CEO faced a conflict of interest because the buyer indicated he would lead the company after the acquisition. It also claimed Quotient’s financial adviser favored the buyer during the sale process, gave the board incomplete information and caused stockholders to receive less than fair value.

The defendants denied all allegations of wrongdoing but agreed to settle to avoid the burden, expense and risks of continued litigation.

Sources

1. Class notice