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Investors Join Together to File Private Actions Seeking Damages Arising From McKesson's Acquisition of HBOC in 1998.


Business Editors/Financial Analysts

SAN FRANCISCO--(BUSINESS WIRE)--Jan. 27, 2000

Several large McKesson Corp. (&uot;McKesson&uot;) (NYSE NYSE

See: New York Stock Exchange
:MCK MCK McKinsey & Company (consulting firm)
MCK Mohawk Council of Kahnawake (Quebec)
MCK Mon Colle Knights (children's TV show)
MCK Mirror Classes Kit
MCK Maintenance Check
) shareholders are filing individual proxy and breach of fiduciary duty Noun 1. fiduciary duty - the legal duty of a fiduciary to act in the best interests of the beneficiary
legal duty - acts which the law requires be done or forborne
 claims arising from last year's disastrous merger with HBO Hyperbaric oxygen therapy (HBO)
A form of oxygen therapy in which the patient breathes oxygen in a pressurized chamber.

Mentioned in: Ozone Therapy
 &Company (&uot;HBOC&uot;). These current and former shareholders of McKesson intend to opt-out of a massive class action filed last year on behalf of both McKesson and HBOC HBOC HBO & Co of Georgia
HBOC Hereditary Breast and Ovarian Cancer
HBOC Hemoglobin-Based Oxygen Carrier
HBOC Hawke's Bay Orienteering Club (New Zealand)
HBOC Hunter Bird Observers Club
HBOC Horse Breeders and Owners Conference
 shareholders and other securities and option purchasers in which the district court has denied separate representation to these McKesson shareholders. These McKesson shareholders believe that their interests conflict with those of the other purported &uot;class members,&uot; including shareholders of the fraud-riddled HBOC. In addition, unlike our clients' proxy and breach of fiduciary duty claims, the class action fraud claims have a much higher standard of proof, more stringent pleading requirements and unique defenses.

These individual proxy and breach of fiduciary duty claims are being prosecuted by William Lerach William Shannon Lerach (Bill Lerach) (b. 1946, Ohio River Valley,[1] Midwestern United States) is an American lawyer who specialized in class action lawsuits. He has been a major financial donor to Democratic Party organizations at the state and national level.  of Milberg Weiss Founded in 1965 by attorneys Larry Milberg and Melvyn I. Weiss, Milberg Weiss (formerly known as Milberg Weiss & Bershad LLP) is a U.S. plaintiffs' law firm. Based in New York City, it is widely known for representing investors in securities class actions.  Bershad Hynes &Lerach LLP LLP - Lower Layer Protocol  (&uot;Milberg Weiss&uot;) and Michael Freed of Much Shelist Freed Denenberg Ament a·ment
n.
A person whose intellectual capacity remains undeveloped.
 &Rubenstein, P.C. (&uot;Much Shelist&uot;). The claims are being prosecuted on a contingent fee Payment to an attorney for legal services that depends, or is contingent, upon there being some recovery or award in the case. The payment is then a percentage of the amount recovered—such as 25 percent if the matter is settled, or 30 percent if it proceeds to trial.  basis and plaintiffs' counsel will advance and be responsible for all costs and expenses of prosecuting the action. Investors participating in the suits will have no responsibility for fees or costs if the case does not result in a recovery.

If you wish to participate in these proxy/breach of fiduciary duty claims, you can sign-up online at www.milberg.com/mckesson, subject to the law firms' agreement to represent you. If you wish to discuss these actions or have any questions concerning individual proxy claims or your rights or interests, contact Milberg Weiss shareholder relations at 800/449-4900 or via e-mail at wsl@mwbhl.com or Michael Freed and Carol Gilden of Much Shelist at 312/346-3100, or via e-mail at mfreed@muchlaw.com or cgilden@muchlaw.com. Please contact us by February 10, 2000.

On April 28, 1999, McKesson shocked investors when it revealed that prior improper revenue recognition at HBOC required restating McKesson's financial results, resulting in a reduction of previously reported 1999 fiscal year (ended March 31, 1999) earnings. As a result, McKesson's stock collapsed by $31 per share in one day. When McKesson revealed additional improper revenue recognition and that the restatements would be larger than previously announced, the stock fell to $18-9/16. Owners of McKesson stock when McKesson made the disastrous HBOC acquisition have suffered very substantial damage. After this debacle, McKesson HBOC announced the appointment of new executive management, the dismissal of Charles W. McCall and the resignations of President Mark A. Pulido and Chief Financial Officer Richard H. Hawkins.

During 1999, several class action suits were filed arising out of this situation on behalf of both McKesson and HBOC stock purchasers both before and after the merger. Unfortunately, the federal district court overseeing the action has denied separate representation to the McKesson shareholders who received McKesson's false November 27, 1998 proxy statement Proxy Statement

A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting.
. Our clients believe this ruling is prejudicial prej·u·di·cial  
adj.
1. Detrimental; injurious.

2. Causing or tending to preconceived judgment or convictions:
 to the McKesson shareholders who have these proxy claims for several reasons. McKesson shareholders at the time the HBOC merger was approved are the persons most harmed by the HBOC acquisition as it damaged what was a very successful business. The HBOC shareholders on the other hand, benefitted by the merger. Further, McKesson shareholders who received the proxy to vote on the HBOC acquisition do not need to allege or prove fraud, as open market purchasers of McKesson stock after the merger must do. As a result, our clients believe that the proxy claims of the McKesson shareholders who received the proxy to vote on the HBOC merger are the most valuable federal law claims. Yet these federal claims are being lumped in with class action suits brought by HBOC shareholders and purchasers of McKesson HBOC stock before and after the merger -- and others. In addition, the McKesson shareholders who received the proxy to vote on the HBOC acquisition have unique and valuable breach of fiduciary duty and negligence claims under state law which deserve separate representation and prosecution.

Our clients believe the McKesson shareholders on November 27, 1998 who were damaged by the HBOC acquisition will be much better served by pursuing their own non-class action suits with separate counsel.

If you are not already individually represented by counsel, our clients invite you to join them in their suits. As counsel, we are prosecuting the suits on a completely contingent basis. You will have no obligation for fees or costs under any circumstances if the case is unsuccessful.

If you held shares of McKesson stock as of the close of business on November 27, 1998, you qualify to participate in these individual proxy and breach of fiduciary duty claims. These new suits will:

    --   charge that McKesson, HBOC, certain of their officers and
          directors, certain financial advisors and HBOC's auditors
          violated Section 14(a) of the 1934 Act;

    --   charge that the November 27, 1998 Proxy Statement omitted
          material information concerning the fairness of the
          transaction, the sufficiency of McKesson's due diligence
          investigation and true condition of HBOC's business,
          earnings, growth and financial condition;

    --   charge that by soliciting votes through this false Proxy
          Statement, defendants consummated a merger with HBOC to the
          detriment of long-term McKesson shareholders, grossly
          diluted McKesson shareholders' equity and damaged McKesson's
          business;

    --   seek to hold responsible the financial advisors, accountants
          and lawyers who substantially participated in the
          solicitation of proxies and approval of McKesson
          shareholders of the merger with HBOC; and

    --   seek to set aside the merger with HBOC, rescind the issuance
          of common stock in connection with the merger to HBOC
          shareholders or recover monetary damages to compensate the
          existing shareholders of McKesson stock for their damages.


In undertaking to file these individual proxy and breach of fiduciary duty claims, Messrs. Lerach and Freed stated:

        Our clients believe that the rights of those who owned
         McKesson stock prior to the merger need separate and
         independent representation. Their claims are different and
         stronger. They should not be required to sit at the same
         table as shareholders in the fraud-riddled HBOC. They should
         not take second chair to those who purchased after the merger
         and have no proxy claim.

        Our clients are not willing to have their claims prosecuted
         in the federal class action by someone they did not choose
         and who has conflicts with their proxy claims. Our clients
         insist that we follow an independent course, and through
         these individual suits, we will assure their adequate
         representation.


Milberg Weiss and Much Shelist have substantial experience in prosecuting investor class actions involving financial misstatements, and will represent the plaintiffs in these private actions. Milberg Weiss has been actively engaged in commercial litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute.

When a person begins a civil lawsuit, the person enters into a process called litigation.
, emphasizing securities and antitrust class actions, for more than 30 years. The firm has offices in San Francisco San Francisco (săn frănsĭs`kō), city (1990 pop. 723,959), coextensive with San Francisco co., W Calif., on the tip of a peninsula between the Pacific Ocean and San Francisco Bay, which are connected by the strait known as the Golden , Los Angeles Los Angeles (lôs ăn`jələs, lŏs, ăn`jəlēz'), city (1990 pop. 3,485,398), seat of Los Angeles co., S Calif.; inc. 1850. , San Diego San Diego (săn dēā`gō), city (1990 pop. 1,110,549), seat of San Diego co., S Calif., on San Diego Bay; inc. 1850. San Diego includes the unincorporated communities of La Jolla and Spring Valley. Coronado is across the bay. , New York New York, state, United States
New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of
 and Boca Raton Boca Raton (bō`kə rətōn`), city (1990 pop. 61,492), Palm Beach co., SE Fla., on the Atlantic; inc. 1925. Boca Raton is a popular resort and retirement community that experienced significant industrial development in the 1970s and 80s.  and is active in major litigation pending in federal and state courts throughout the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. . Much Shelist has offices in Chicago, Illinois and for 25 years has been active in major litigation pending in federal and state courts throughout the country.
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Publication:Business Wire
Geographic Code:1USA
Date:Jan 27, 2000
Words:1195
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