UNITED STATES DISTRICT COURT
NORTHERN DISTRICT OF GEORGIA
ATLANTA DIVISION
AMY ZIMMERMAN, On Behalf of Herself )
and All Others Similarly Situated, ) No. 1:00-CV-1156
Plaintiff, ) ) CLASS ACTION COMPLAINT
vs. ) ) )
S1 CORPORATION, ROBERT
)
STOCKWELL, JAMES S.MAHAN
)
III, and MICHEL AKKERMANS, ) TRIAL BY JURY DEMANDED
)
Defendants. )
)
NATURE OF THE ACTION
1. Plaintiff, by and through her attorneys, alleges the following upon information
and belief, except as to those allegations concerning Plaintiff, which are alleged
upon personal knowledge. Plaintiff's information and belief are based upon, among
other things, her investigation, including without limitation, a review of public
information about S1 Corporation ("S1" or the "Company"). Plaintiff believes that
further substantial evidentiary support will exist for the allegations after a
reasonable opportunity for discovery. Most of the facts supporting the allegations
contained herein are known only to Defendants or are within their control.
2. This is a class action on behalf of a class (the "Class") of all persons or entities
who purchased or otherwise acquired securities of S1, formerly known as
"Security First Technologies Corporation between November 2, 1999 and May 2,
2000 (the "Class Period), seeking to pursue remedies under the Securities
Exchange Act of 1934 ("1934 Act").
JURISDICTION AND VENUE
3. The claims asserted herein arise under and pursuant to Sections 10(b), and 20(a)
of the 1934 Act [15 U.S.C. §§ 78j(b), 78t(a)] and Rule 10b-5 promulgated
thereunder by the SEC [17 C.F.R. § 240.10b-5].
4. This Court has jurisdiction over the subject matter of this action pursuant to 28
U.S.C. §§ 1331 and 1337, and Section 27 of the Exchange Act [15 U.S.C. § 78aa].
5. Venue is proper in this District pursuant to Section 27 of the Exchange Act, 28
U.S.C. § 1391(b).
SNIPPETS:
Plaintiff, by and through her attorneys, alleges the following upon information
and belief, except as to those allegations concerning Plaintiff, which are alleged
Most of the facts supporting the allegations
seeking to pursue remedies under the Securities
Exchange Act of 1934.
Defendants used the means and instrumentalities of interstate commerce.
Plaintiff purchased S1 securities during the Class Period, as set forth in the certification
Defendant Mahan sold thousands of shares of S1 common stock between November 12, 1999 and
During the Class Period, Defendant Akkermans sold 1,000,000 shares of S1 stock at prices as
The foregoing individual Defendants are referred to herein collectively as the "Individual
Because of the Individual Defendants' positions with the Company, they had access to
n connection therewith.
It is appropriate to treat the Individual Defendants as a group for pleading purposes and to
The Individual Defendants were involved in drafting, producing, reviewing and/or
As officers and/or directors and controlling persons of a publicly-held company whose
arnings, and present and future business prospects, and to correct any previously issued statements
The Individual Defendants' material misrepresentations and omissions during the Class Period
The Individual Defendants had motives to participate in the fraudulent scheme described
The fraudulent scheme and course of business was designed to and did deceive the investing
Defendants sold thousands of S1 shares at artificially inflated prices, while knowing or
whether the Company's publicly disseminated releases and statements during the Class Period
On May 17, 1999, S1 (at the time known as "Security First Technologies") announced publicly
On November 2, 1999, with respect to the FICS/Edify Acquisition and the VerticalOne
Defendants also announced a new FICS agreement on November 2, 1999, which called for S1 to
Defendants knew that the public documents and statements, issued or disseminated by or in the
In addition to the duties of full disclosure imposed on Defendants as a result of their
hful information with respect to the Company's operations, financial condition and performance so
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