Cyan Securities Litigation Website
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Welcome to the Cyan Securities Litigation Website

This website has been established to provide general information regarding the proposed settlement (the “Settlement”) of the action captioned Beaver County Employees Retirement Fund, et al. v. Cyan, Inc., et al., Lead Case No. CGC-14-538355 (the “Litigation”), pending before the Honorable Judge Curtis E.A. Karnow in the Superior Court of the State of California, County of San Francisco (the "Court"). The capitalized terms used on this website and not defined herein shall have the same meanings ascribed to them in the Amended Stipulation of Settlement (the "Stipulation") dated December 6, 2018, which can be found and downloaded by clicking on the Case Documents tab above. Your rights may be affected by the Settlement if you purchased or otherwise acquired Cyan common stock from May 9, 2013 to November 4, 2013 (the "Class").

The Litigation concerns allegations that Cyan, Inc.’s ("Cyan" or the "Company") Registration Statement and Prospectus (collectively, the “Registration Statement”) issued in connection with its May 9, 2013 initial public offering (“IPO”) was materially misleading and omitted other material facts concerning Cyan’s revenues from two large projects that would be completed in the months following the IPO, and that as a result, Windstream, the Company’s largest customer, would substantially curtail its purchases in the immediate future. Defendants expressly have denied and continue to deny all charges of wrongdoing or liability against them arising out of any of the conduct, statements, acts, or omissions alleged, or that could have been alleged, in the Litigation, and also have denied and continue to deny the allegations that Plaintiffs or Class Members have suffered damage, or were otherwise harmed by the conduct alleged in the Litigation. Defendants have asserted and continue to assert that their statements during the Class Period, including the Registration Statement in connection with Cyan’s IPO, contained no material misstatements or omissions nor did they otherwise make any material misstatements or omissions.

On April 1, 2014, plaintiffs Beaver County Employees Retirement Fund, Retirement Board of Allegheny County and Delaware County Employees Retirement System filed the initial complaint in the Court for violations of §§11 and 12(a)(2) of the Securities Act of 1933 ("Securities Act") against the Defendants and violations of §15 of the Securities Act against Cyan and the Individual Defendants. On April 30, 2014, plaintiff Jennifer Fleischer filed a complaint in the Court for violations of §11 of the Securities Act against Defendants and violations of §15 of the Securities Act against the Individual Defendants. On June 4, 2014, the Court issued an order consolidating the cases, and on June 13, 2014 Plaintiffs filed a Consolidated Complaint for violations of §§11 and 12(a)(2) of the Securities Act against the Defendants and violations of §15 of the Securities Act against Cyan and the Individual Defendants (the “Complaint”). On September 28, 2018, the parties notified the Court that they had reached an agreement in principle to settle this litigation, subject to execution of a stipulation of settlement and supporting documents, and, thereafter, approval by the Court.

The Settlement, if approved, will result in the creation of a cash settlement fund of $15,000,000 (the “Settlement Amount”). The Settlement Amount, plus accrued interest (the “Settlement Fund”) and minus the costs of the Notice of Proposed Settlement of Class Action (the "Notice") and all costs associated with the administration of the Settlement, as well as any attorneys’ fees and expenses that may be approved by the Court (the “Net Settlement Fund”), will be distributed to Class Members pursuant to the Plan of Allocation that is described in the Notice.

According to the Court’s May 18, 2015 Order, you are a Class Member if you fall within the following definition:

All persons who purchased or otherwise acquired Cyan common stock from May 9, 2013 to November 4, 2013, except for purchases or acquisitions of non-registered shares in a private transaction. The following persons are excluded from the Class: the Defendants and their respective successors and assigns; past and current officers and directors of Cyan and the Underwriter Defendants; members of the immediate families of the Individual Defendants; the legal representatives, heirs, successors or assigns of the Individual Defendants; any entity in which any of the above excluded persons have or had a majority ownership interest; and any person who validly requested exclusion from the Class.

The Court has ordered that Robbins Geller Rudman & Dowd LLP (“Class Counsel”) will represent the interests of all members of the Class. Glancy Prongay & Murray LLP has been appointed as additional counsel for Plaintiffs. You will not be separately charged for these lawyers. If you want to be represented by your own lawyer, you may hire one at your own expense.

Although the information in this website is intended to assist you, it does not replace the information contained in the Notice and Stipulation, both of which can be found and downloaded by clicking on the Case Documents tab above. We recommend that you read the Notice and other relevant case documents carefully.

YOUR LEGAL RIGHTS AND OPTIONS IN THIS SETTLEMENT

SUBMIT A PROOF OF CLAIM POSTMARKED OR SUBMITTED ONLINE BY MAY 24, 2019 You are required to mail, or electronically fill out on the Settlement website, a Proof of Claim to be eligible to receive money under this Settlement. Proofs of Claim must be postmarked or submitted online on or before the deadline. To obtain a Proof of Claim, or to access the electronic Proof of Claim, visit the File Claim tab located above, or you may contact the Claims Administrator by telephone or regular mail at the address on the contacts page. If you do not mail or submit your Proof of Claim online, you will not receive any money recovery, but you will still be bound by the terms of the Settlement and will release your claims relating to the lawsuit as further explained in Section 14 in the Notice. If you move after you submit your Proof of Claim, please notify the Claims Administrator with your updated address in writing.
OBJECT - MUST BY POSTMARKED ON OR BEFORE APRIL 25, 2019 You may write to Class Counsel about why you object to (i.e., do not like) the Settlement and think it should not be approved. You can also object to the Plan of Allocation (i.e., how the Settlement proceeds are going to be divided among members of the Class), Class Counsel’s application for an award of attorneys’ fees and expenses and Class Representatives’ request for service awards for bringing and pursuing the Litigation in representing the Class. If you choose to object, you must mail your written objection to Class Counsel, postmarked on or before the deadline. If you object, Class Counsel will submit your written objection to the Court. Submitting an objection does not exclude you from the Class. See Section 15 in the Notice for further instructions on how to make your objection.
GO TO THE “SETTLEMENT FAIRNESS HEARING” ON JUNE 5, 2019 AT 9:00 A.M. The Court will hold a “Settlement Fairness Hearing” to consider the Settlement, the Plan of Allocation, the request for attorneys’ fees and expenses of the lawyers who brought the Litigation, and the Class Representatives’ request for service awards for bringing and pursuing the Litigation on behalf of the Class. You (either you personally or through a lawyer you hire at your own expense) may, but are not required to, speak at the Settlement Fairness Hearing about any objection you submitted.
DO NOTHING You will give up your right to object to the Settlement and you will not be able to be a part of any other lawsuit about the legal claims in this case. Also, if you do nothing you will not recover any money under the Settlement.

IMPORTANT DATES AND DEADLINES

Submit Proof of Claim: May 24, 2019
File an Objection: April 25, 2019
Request Exclusion from Settlement Class: August 7, 2015
Settlement Fairness Hearing: June 5, 2019 at 9:00 a.m. PST