ORIGINAL
UNITED STATF,S IXSTRJClF COURT
SOUTHERN DISTRICT OF FLORIDA
MIAMI DIWSION
1
SHERLEIGH ASSOCIATES LCC and ) CASE NO. 9%2273~CIV-I.ENARD
SHERLEIGH ASSOCIA'I'ES INC. PROFIT ) Magistrate Judge Turnoff
SHARING PLAN, on &half af itself and al1 1
others similarly situated. Nl6HT BOX
; lrfLtR
Plaintiffs,
; JUIY 3 Q) w
V. ; C-APCOS JU U4fif
WINDMERE-DURABLE HOLDINGS, INC., ERK, IJSDC 1 SPFLl MIA
DAVID M. FRIEDSON, HARRY D. i
SClHULMAN and NA'IKINSBANC )
MONTGOMERY SECUR1TIE.S LLC, )
Defendants. ,'
:
LAIWUFFS'
P CONSOLIDATED I\hWNQED CLASS ACTION CDMl'I,AzNT
Plaintiffs, by their attorneys, make the following allegations upon personal
as to themselves, and as to all otim matters, upon the invtitigatiun af plaintiffs'
which inclutkd, among other things, revieti of pzlblic filings with the S~uritks and
Exchange Commikon ("SEC"), nervs reports, press releases, court filings, investigative
transcripts, arul contact with factual SOU~IXS. Plaintiffs believe that further substantial
evikntiary suppn etists for the allegations set forth below and will be accwibfe aficr a
reasonable opportunity for discovery.
SWARY OF TKE ACTION
1. This is a securities class action on behaif of all persons who purchaserl
traded securitierr of Windmere-Durable Holdings. Inc. ("Windntere" or the "Comp;my")
SNIPPETS:
Plaintiffs, by their attorneys, make the following allegations upon personal kuowledg~
Exchange Commikon, nervs reports, press releases, court filings, investigative
This is a securities class action on behaif of all persons who purchaserl 0~ publiclytraded
Windmere common stock and 10% Senior Sutxxdinated Notes in the Company's July 22,
1998 pubk offering [the "Offering Subclass").
Securiti~ Act of 1933 and the Securities Exchwge Act of 1934.
use the valuablt Black Sr Decker brand name in North and Latin American markets.
Windmere acquirti HPG an June 26, 199g for $315 million in cashWindmere financed its purchase
Registration Statement stated that the Company "intPndPd ts u&w
Defendants assured investors that Windmere continued to enjoy
made these and other similar Natements, however, they failed to disclose the material facts
CO sell HPG products in Latin America and thus coutd not.
unrealistically high price.
Latin American retailers of HPG products were:, therefore,
1998 acquisition of HPG and certainly well before the July
that additional sales of HI% products to Latin American retailers would be
manufacturing operations after the acquisition would lx extremely confusing,
During the Class Period, the Company's
provided to him in connection with the July Offering.
Montgomery was this kad underwriter for the July Offering,
material fact or omi$tcd to state a materio4 facr necessary to make the statements therein not
The above quoted starenlentu in 11 36-37 were materially false and misleading
The statements detailed in 71 44-45 above, were materially false and failed to
cdl on HPG's exist@ customers in Latin America for conrinued business htuuse it lacked
None of tbe Individual Defendants named herein made a reasonable
based an any allegation of fraud set forth abve anal no such allegation is incovrared
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