UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
VICKI WALSH, on behalf of herself and all others
similarly situated,
CIVIL ACTION NO.
Plaintiff,
CLASS ACTION COMPLAINT
v. FOR VIOLATIONS OF FEDERAL
SECURITIES LAWS
ZIFF DAVIS, INC.; ERIC HIPPEAU; TIMOTHY
O'BRIEN; CIBC WORLD MARKETS; CREDIT JURY TRIAL DEMANDED
SUISSE FIRST BOSTON CORP.; GOLDMAN,
SACHS & CO.; J.P. MORGAN CHASE & CO.;
MERRILL LYNCH, PIERCE, FENNER &
SMITH, INC.; and MORGAN STANLEY DEAN
WITTER & CO.,
Defendants.
Plaintiff, individually and on behalf of all other persons similarly situated, by
attorneys, for plaintiff's Complaint, allege upon the investigation made by and through plaintiff's
which included, inter alia, a review of relevant filings made by Ziff Davis, Inc. ("Ziff Davis"
"Company") with the Securities and Exchange Commission, as well as, tele-conferences, press
news articles, analyst reports, and media reports concerning the Company. Furthermore, this
is based upon plaintiff's personal knowledge as to plaintiff and plaintiff's own acts, and upon
and belief as to all other matters, based upon the aforementioned investigation.
NATURE OF THE ACTION
1. This is a class action on behalf of all persons, other than defendants and
parties, who purchased, converted, exchanged or otherwise acquired Ziff Davis common stock, as
defined below, including, but not limited to, during the period from March 30, 1999 through December
6, 2000 (the "Class Period") to recover damages caused by defendants' violations of the federal
law.
2. In the wake of the raging bull market of the 1990's lies a series of
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UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK
INC.; and MORGAN STANLEY DEAN
Plaintiff, individually and on behalf of all other persons similarly situated, by plaintiff's
which included, inter alia, a review of relevant filings made by Ziff Davis, Inc. ("Ziff
"Company") with the Securities and Exchange Commission, as well as, tele-conferences, press
news articles, analyst reports, and media reports concerning the Company.
This is a class action on behalf of all persons, other than defendants and certain related
alleged malfeasance by major Wall Street securities firms.
investment banks charged issuers of new securities excessive commissions and inflated
Second, investigators are examining, and have evidence, that major investment banks
exchange for promises by these customers that they would purchase additional shares of the
after-market, thereby inflating and maintaining the market price for the IPOs.
of the investigation is defendant investment bank Credit Suisse First Boston Corp.,
participation in the IPO market and after-market trading.
obtain allocations of stock on the offering - - but before the first after-market trade.
Securities Act of 1933 15 U.S.C. '' 77k, 77land 77o and Sections 10and
including the preparation and dissemination in this judicial district of the Prospectus
reports to shareholders of defendants Ziff Davis, which documents were materially false and
during the Class Period (including the trading of Ziff Davis stock based upon misleading
the underwriter defendants conduct substantial business in this district.
control to cause the Company to engage in the violations and improper practices complained of
underwriter of the Ziff Davis initial public offering of 10,000,000 shares of common stock at
In direct contravention to Rules 101 and 102 of Regulation M of the Exchange Act,
direct participation and agreement of Ziff Davis and the Individual Defendants.
disclose the following material facts,
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