UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
VICTOR WESLEY, JR., on behalf of himself
and all others similarly situated,
CIVIL ACTION NO.
Plaintiff,
CLASS ACTION COMPLAINT
v. FOR VIOLATIONS OF
FEDERAL SECURITIES LAWS
CACHEFLOW; BRIAN NESMITH;
MICHAEL MALCOLM; MICHAEL JURY TRIAL DEMANDED
JOHNSON; CREDIT SUISSE FIRST
BOSTON CORP.; DAIN RAUSCHER, INC.;
MORGAN STANLEY DEAN WITTER &
CO.; FLEETBOSTON ROBERTSON
STEPHENS, INC.; J.P. MORGAN CHASE;
and SALOMON SMITH BARNEY, INC.,
Defendants.
Plaintiff, individually and on behalf of all other persons similarly situated, by
undersigned attorneys, for plaintiff's Complaint, allege upon the investigation made by and through
plaintiff's counsel, which included, inter alia, a review of relevant filings made by CacheFlow,
("CacheFlow" or the "Company") with the Securities and Exchange Commission, as well as, tele-
conferences, press releases, news articles, analyst reports, and media reports concerning the
Furthermore, this complaint is based upon plaintiff's personal knowledge as to plaintiff and
own acts, and upon information 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 Cacheflow common stock, as
below, including, but not limited to, during the period from November 18, 1999 through December 6,
(the "Class Period") to recover damages caused by defendants' violations of the federal securities
SNIPPETS:
UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK
plaintiff's counsel, which included, inter alia, a review of relevant filings made by
with the Securities and Exchange Commission, as well as, teleconferences, press releases,
this complaint is based upon plaintiff's personal knowledge as to plaintiff and plaintiff's
This is a class action on behalf of all persons, other than defendants and certain related
to recover damages caused by defendants' violations of the federal securities law.
malfeasance by major Wall Street securities firms.
enforcement officials at the Securities and Exchange Commission are examining at least two
Second, investigators are examining, and have evidence, that major investment banks
allocated shares of especially hot initial public offerings to favored,
Probes Inflated Commissions for Hot
investigation is defendant investment bank Credit Suisse First Boston Corp., a unit of Credit
the IPO boom include Morgan Stanley Dean Witter and Goldman Sachs Groups,
and maintain the price of the IPOs in the aftermarket once the initial distribution period
stock price, above the offering price, and create a false sense of demand that would attract
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
during the Class Period (including the trading of CacheFlow stock based upon misleading
underwriter of the CacheFlow initial public offering of 5,000,000 shares of common stock at
pursuant to a Prospectus and Registration Statement dated November 18,
preceding paragraph are collectively referred to herein as the "Underwriter Defendants."
of the reports and press releases alleged herein to be materially false and/or misleading
Manipulated Securities omitted and/or misrepresented material facts about the offering of
underwriting firms garnered as much as $100 million a year in compensation.
In direct contravention to Rules 101 and 102 of Regulation M of the Exchange Act,
direct participation and agreement of CacheFlow and the Individual Defendants.
violation of Regulation M, which governs market manipulation.
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