IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
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BARBARA L. YATES, on behalf of
herself and all others similarly
situated,
Plaintiff,
v. Civil Action No. 16657-NC
ADVOCAT, INC., CHARLES W.
BIRKETT, EDWARD G. NELSON, PAUL :
RICHARDSON, MARY MARGARET
HAMLETT, WILLIAM C. O'NEIL, JR.,
and J. BRANSFORD WALLACE,
..
Defendants. -;: (.
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ORDER AND FINAL JUDGMENT - I,"!
A hearing having been held before this Court (the "Court") on June 8, 1999 (the
"Settlement Hearing"), pursuant to the Court's Order of March 24, 1999 (the "Scheduling
Order"), upon a Stipulation of Settlement, filed on March 23, 1999, (the "Stipulation"), of the
above-captioned action (the "Action"), which is incorporated herein by reference; it appearing
that due notice of said hearing has been given in accordance with the Scheduling Order; the
respective parties having appeared by their attorneys of record; the Court having heard and
considered evidence in support of the proposed Statement (as defined in the Stipulation); the
attorneys for the respective parties having been heard; an opportunity to be heard having been
given to all other persons requesting to be heard in accordance with the Scheduling Order; the
Court having determined that notice to the Class (as defined below) preliminarily certified in the
SNIPPETS:
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
Order"), upon a Stipulation of Settlement, filed on March 23, 1999,, of the
attorneys for the respective parties having been heard; an opportunity to be heard having been
given to all other persons requesting to be heard in accordance with the Scheduling Order;
Action, pursuant to the aforesaid Scheduling Order, was adequate and sufficient;
matter of the proposed Settlement having been heard and considered by the Court;
The form and manner of notice given to the members of the Class is hereby
Based on the record of the Action, each of the provisions of Court of Chancery
Class contemplated in the Action is so numerous that joinder of all members is impracticable,
Plaintiff are typical of the claims of the Class, and the representative Plaintiff and
Court further finds that the prosecution of separate actions by individual members of the
class composed of all record and beneficial owners of shares of the Common Stock of Advocat,
7, 1998, including any and all of their respective successors, predecessors, representatives,
trustees, executors, administrators, heirs, assignees or transferees, immediate or remote,
Released Persons and the law firms of Grant & Eisenbofer, P.A.,
Schiffrin & Barroway, LLP, and Abbey, Gardy & Squitieri, LLP as counsel for the Class ("Class
The Action and any and all claims, demands, rights, actions or causes of action,
representative, legal, equitable or any other type or in any other capacity (the "Releasing
former officers, directors, employees, agents, attorneys, accountants, financial advisors,
and any other person or entity acting for or on behalf of defendant Advocat
This release extends to claims that the Releasing Parties do not know or suspect to
The Releasing Parties acknowledge that they may discover facts in addition to or
Without affecting the finality of this Final Order and Judgment in any way,
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