EXHIBIT 1 - Adderall XR® Settlement · Case No.: 13-CV-21158-LENARD/GOODMAN MONICA BARBA, JONATHAN REISMAN, KAREN DEREUS, RAYNA DEREUS, JODI LEIT, MINDI LEIT, AND BARRIE AND BRIAN

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UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF FLORIDA

Miami-Dade DivisionCase No.: 13-CV-21158-LENARD/GOODMAN

MONICA BARBA, JONATHAN REISMAN, KAREN DEREUS, RAYNA DEREUS, JODI LEIT, MINDI LEIT, AND BARRIE AND BRIAN SHANAHAN, on behalf of themselves and all others similarly situated,

Plaintiffs,

v.

SHIRE U.S., INC., SHIRE LLC, andDOES 1-100,

Defendants.

)))))))))))))))

CLASS ACTION SETTLEMENT AGREEMENT

THIS CLASS ACTION SETTLEMENT AGREEMENT (“the Settlement Agreement”) is

made and entered into as of April 7, 2016 by and between, on the one hand, defendants Shire

U.S. Inc. and Shire LLC (collectively “Shire”) and, on the other hand, plaintiffs Monica Barba

(“Barba”), Jonathan Reisman (“Reisman”), Karen DeReus, Rayna DeReus, Jodi Leit, Mindi Leit,

and Barrie Shanahan and Brian Shanahan on behalf of their minor child B.S. (collectively,

“Plaintiffs”), individually and on behalf of a putative class of indirect purchasers of Adderall

XR®, which Plaintiffs will ask the Court to certify for settlement purposes only, as described

herein.

WHEREAS, Plaintiffs and members of the proposed Settlement Class have asserted

claims against Shire on behalf of themselves and indirect purchasers of Adderall XR® in the

above-captioned action (“the Action”) and in the following other pending actions:

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Case 1:13-cv-21158-JAL Document 423-1 Entered on FLSD Docket 04/07/2016 Page 1 of 156

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Allyson Netwall v. Shire U.S. Inc. and Shire, LLC, 13-cv-1669 (E.D. Pa. filed April 1, 2013) (Pappert), stayed pending resolution of motions in Barba (D.E. 61)(“the Netwall Action”);

Samantha Peluso v. Shire U.S. Inc. and Shire, LLC, 15-cv-72259 (D.N.J. filed Sept. 20, 2015) (Cecchi/Falk), pending (“the Peluso Action”); and

Jessica Hartenstine, Jayme Dearing, and Rosemary Autrey v. Shire U.S. Inc. and Shire, LLC, 15-cv-14181 (D. Mass. filed Dec. 19, 2015) (Burroughs), pending(“the Hartenstine Action”);

WHEREAS, this Action and the Netwall, Peluso, and Hartenstine Actions assert parallel

and substantially overlapping claims, including, among other things, that Shire (i) filed sham

patent litigations against generic competitors of Adderall XR® including Barr Laboratories, Inc.

(“Barr”)1 and Impax Laboratories, Inc. (“Impax”); (ii) filed a sham Citizen Petition with the Food

and Drug Administration (“FDA”) designed to delay FDA approval of generic versions of

Adderall XR®; (iii) executed settlement agreements with Barr and Impax that provided them

with “reverse payments” in violation of the Supreme Court’s Actavis2 decision; (iv) breached

supply agreements pursuant to which Shire agreed to supply Barr and Impax with authorized

generic (“AG”) versions of Adderall XR®, which created a shortage of AG Adderall XR® and an

increase in Shire’s sales of branded Adderall XR®; and (v) executed new contracts with managed

care organizations (“MCOs”) whereby Shire agreed to pay higher than usual rebates to the

MCOs and in return the MCOs agreed to provide preferred placement of Adderall XR® as

compared to the AGs;

WHEREAS, in this Action and in the Netwall, Peluso, and Hartenstine Actions, Shire

denies each and every one of Plaintiffs’ allegations and that it is subject to any liability because,

without limitation: (i) Shire’s patent infringement actions against generic competitors had legal

1 On December 23, 2008, Barr was acquired by Teva Pharmaceuticals Industries Ltd.2 FTC v. Actavis, Inc., 133 S. Ct. 2223 (2013).

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merit (ii) Shire’s Citizen Petition had both scientific and legal merit; (iii) Shire’s patent

litigations and Citizen Petition filings cannot be the basis of antitrust liability because such

conduct is protected under the First Amendment to the U.S. Constitution; (iv) Shire’s alleged

payments to Barr and Impax were not made as part of the settlement agreements but rather for

other fair-market-value business agreements; (v) the Barr and Impax settlement agreements were

procompetitive because they allowed generic entry years before it otherwise would have

occurred; (vi) the challenged conduct did not delay market entry of any generic product or cause

any injury or damage; and (vii) these claims are time-barred by the statutes of repose in the

relevant jurisdictions;

WHEREAS, Allyson Netwall, Samantha Peluso, Jessica Hartenstine, Jayme Dearing, and

Rosemary Autrey are members of the proposed Settlement Class and have entered separate

agreements whereby within five (5) business days of the Effective Date of the Settlement

pursuant to 1.5 herein, they will cause to be filed Stipulations of Dismissal with Prejudice in the

Netwall, Peluso, and Hartenstine Actions in connection with the settlement of this Action, as

applicable, dismissing said actions with prejudice and without costs;

WHEREAS, Plaintiffs and Shire, through their respective counsel, have engaged in

extensive arms’ length negotiations concerning settlement of the Action;

WHEREAS, Plaintiffs and their counsel have concluded, after extensive fact and expert

discovery and after carefully considering the claims and defenses in the Action, that it would be

in the best interests of the Settlement Class (as defined below) to settle the Action to avoid the

effort, expense, and risk of continued litigation, and to assure a certain and timely benefit to the

Settlement Class;

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WHEREAS, despite Shire’s belief that it is not subject to liability in this Action or the

Netwall, Peluso, or Hartenstine Actions, Shire has determined that it is in Shire’s best interests to

enter into this Settlement Agreement to avoid the effort, expense, and risk of continued litigation;

WHEREAS, Plaintiffs’ counsel consider the Settlement Agreement to be fair, reasonable,

and adequate, and in the best interests of the Settlement Class (as defined below); and

NOW THEREFORE, it is hereby stipulated and agreed by the parties that the Action and

all claims of Plaintiffs and the Settlement Class (as defined below), be settled, compromised,

released, and dismissed with prejudice and, except as hereinafter provided, without costs to any

party, subject to the final approval of the Court, on the following terms and conditions:

1.1 Best Efforts to Effectuate this Settlement. Counsel for the undersigned agree to

recommend approval of this Settlement Agreement by the Court and to make best efforts,

including all steps and efforts contemplated by this Settlement Agreement and any other steps

and efforts that may be necessary or appropriate, by order of the Court or otherwise, to secure

approval and carry out the terms of this Settlement.

1.2 Conditional Third Amended Complaint. No later than April 7, 2016, plaintiffs

Barba and Reisman shall file an Unopposed Motion and [Proposed] Order Regarding

Conditional Filing of Third Amended Complaint in Accordance with Class Action Settlement

attached hereto as Exhibit A (“Unopposed Motion for Conditional TAC”), which motion will

attach as an exhibit the Conditional Third Amended Complaint (“Conditional TAC”),

concurrently with the filing of a fully-executed copy of this Agreement with the Court, in order

to add the following individuals as plaintiffs and representatives of the Settlement Class in this

Action: (i) Karen DeReus; (ii) Rayna DeReus; (iii) Jodi Leit; (iv) Mindi Leit; and (v) Barrie

Shanahan and Brian Shanahan on behalf of their minor child B.S. The Conditional TAC shall be

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used solely for settlement purposes and without waiving any rights or defenses Shire may

otherwise have. Provided that the Unopposed Motion for Conditional TAC is granted: (i) the

allegations of the Conditional TAC shall be deemed denied by Shire and Shire shall not be

required to file a responsive pleading; (ii) all of the defenses Shire asserted in its Answer to

Plaintiffs’ First Amended Complaint (D.E. 272) shall be deemed asserted as to the allegations of

the Conditional TAC; and (iii) the Conditional TAC shall also be deemed served on Shire on the

date that it is electronically filed with the Court. The filing of the Conditional TAC is subject to

automatic revocation at any time in the event that this Settlement Agreement does not become

final pursuant to paragraph 1.5 for any reason. Upon such revocation, the prior version of the

complaint shall become the operative complaint for all purposes as if the Conditional TAC had

never been filed.

1.3 (a) Motion for Preliminary Approval. As soon as practicable following the

execution of this Settlement Agreement by all parties hereto, Plaintiffs shall file with the Court a

Motion for Preliminary Approval seeking the entry of a Preliminary Approval Order

substantially in the form of Exhibit B hereto (“the Preliminary Approval Order”), including:

(i) certification of the Settlement Class (as defined below) pursuant to Federal Rule of Civil

Procedure 23; (ii) a finding that the preliminary approval of the Settlement set forth in this

Settlement Agreement is within the range of fairness and in the best interests of the Settlement

Class; (iii) a reasonable notice plan that recommends a period of time by which Plaintiffs intend

to provide notice (“the Notice Period”) to the Settlement Class; (iv) appointment of a third-party

Notice and Settlement Administrator, Kurtzman Carson Consultants LLC (“KCC”), to

administer Notice of the Settlement and claims submitted by members of the Settlement Class;

(v) appointment of an Escrow Agent pursuant to an Escrow Agreement substantially in the form

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of the agreement attached hereto as Exhibit C; (vi) establishment of a schedule for a hearing

before the Court after the Notice Period has expired to consider objections to the Settlement, to

approve the Settlement if appropriate, and to consider Plaintiffs’ counsel’s application for

reasonable service awards to the class representatives, and for reasonable attorneys’ fees and

expenses as set forth in this Settlement Agreement (“the Fairness Hearing”); and (vii) a stay of

all proceedings in the Action, other than those incident to the settlement process, until such time

as the Court renders a final decision regarding the approval of the Settlement. Shire will not

oppose Plaintiffs’ Motion for Preliminary Approval of the Settlement so long as the Preliminary

Approval Order the motion seeks is not materially different than the relief described in the form

order attached as Exhibit B.

(b) Conditional Certification of the Settlement Class. As part of Plaintiffs’ Motion for

Preliminary Approval of the Settlement, Plaintiffs shall seek a conditional certification of the

following class (“Settlement Class”) for purposes of settlement only:

All persons who, for personal or household use, purchased or paid for some or all of the purchase price for branded Adderall XR®

from January 1, 2007 through the date the Court enters an order granting Preliminary Approval of the Settlement (“the Claims Period”) in the District of Columbia and the following states (collectively “the Territory”):

Alabama, Arizona, California, Delaware, Florida, Georgia, Idaho, Illinois, Iowa, Kansas, Maine, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, North Dakota, Oregon, Pennsylvania, Rhode Island,South Carolina, South Dakota, Tennessee, Utah, Vermont, West Virginia, and Wisconsin.

Excluded from the Settlement Class are:

(i) third party payors;

(ii) persons and entities who purchased directly from Shire;

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(iii) persons and entities who purchased only for resale purposes;

(iv) “Flat co-pay” or “Cadillac Plan” customers who only made fixed dollar-amount co-payments that do not vary between Adderall XR® and its generic equivalents;

(v) patients with insurance coverage that provided for a flat-rate co-pay provision;

(vi) governmental entities;

(vii) Shire, its officers, directors, affiliates, legal representatives, employees, predecessors, successors, subsidiaries, affiliates and assigns, and entities in which Shire has a controlling interest; and

(viii) the judges, justices, magistrates, or judicial officers presiding over this matter.

Shire does not agree to the certification of any class or to the appointment or adequacy of the

class representatives or Class counsel for any purpose other than to implement and effectuate the

Settlement Agreement.

(c) Approval of the Notice Plan. As part of the Motion for Preliminary Approval of the

Settlement, and along with any supporting declarations, exhibits, and other documentation,

Plaintiffs shall also seek the Court’s approval of a Notice Plan, substantially in the form of

Exhibit D, which shall consist of: (i) a print publication notice; (ii) a digital notice; and (iii) a

long form notice with more detail than the print or digital notices (substantially in the form of

Exhibits E, F, and G, respectively hereto), which will be available on a website (i.e.,

www.AdderallXRSettlement.com or something similar) (“the Settlement Website”) and via e-

mail and mail upon request. All forms of notice to the Class will include, among other

information: a description of the Settlement, a date by which Class members may make a claim,

exclude themselves from the Settlement Class, or object to the Settlement; the address of the

Settlement Website; and the toll-free telephone line. Plaintiffs’ counsel will recommend notice

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to Settlement Class members by: (i) publication in Better Homes and Gardens, National

Geographic, and People magazines; (ii) targeted website and portal banner advertisements with

embedded links to the long form notice and the Settlement Website on general Run of Network

(“RON”) sites, which may include sites such as USA Today’s website and drugstore.com; and

(iii) e-newsletter placements with ADDitude, a magazine dedicated to helping children and adults

with attention deficit disorder and learning disabilities lead successful lives. Plaintiffs will also

direct the Settlement Administrator to include at least the following on the Settlement Website:

an electronic and printable copy of the long form notice, information about the Action and the

Settlement, important court documents, and an electronic and printable Claim Form substantially

in the form of Exhibit H, which may be submitted online or printed and mailed. Shire will not

oppose Plaintiffs’ proposed Notice Plan, as long as it seeks approval of notices and a claims form

that are not materially different than Exhibits E though H hereto.

(d) Duties and Responsibilities of the Settlement Administrator. The Settlement

Administrator (as defined in 1.3(a) above) shall: (i) establish and maintain a Post Office box for

requests for exclusion from the Settlement Class; (ii) establish and maintain a toll-free telephone

line for answering Settlement-related inquiries; (iii) establish and maintain the Settlement

Website; (iv) respond to any mailed Class member inquiries; (v) process requests for exclusion;

(vi) track and process Claim Forms and investigate any suspected fraudulent claims; (vii)

calculate and distribute appropriate funds to the Settlement Class; and (viii) take all other steps

the parties deem appropriate to effectuate the Settlement.

1.4 Motion for Final Approval and Entry of Final Judgment. Except as otherwise

ordered by the Court, within nine (9) months after entry of the Preliminary Approval Order, after

appropriate notice to the Settlement Class, and no less than fourteen (14) days before the

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deadline to object, opt-out or file a claim, Plaintiffs shall file a Motion for Final Approval of the

Settlement with the Court that seeks entry of a final judgment and order substantially in the form

attached hereto as Exhibit I (“the Final Judgment and Order”):

1.4.1 finding this Settlement Agreement and its terms to be a fair, reasonable, and adequate settlement as to Plaintiffs and the Settlement Class withinthe meaning of Rule 23(e)(3) of the Federal Rules of Civil Procedure and directing consummation pursuant to its terms;

1.4.2 providing for payment of reasonable attorneys’ fees and reimbursement of costs and expenses from the Settlement Fund (as defined below) as described herein;

1.4.3 at Plaintiffs’ discretion, providing for payment from the Settlement Fund (as defined below) of service awards to Plaintiffs in the Action and to the named plaintiffs in the Netwall, Peluso and Hartenstine Actions in proportion to the amount of time and effort each person expended in pursuing their respective claims, in addition to whatever monies they will receive from the Net Settlement Fund (as defined below). Class counsel, Plaintiffs, Shire, and Shire’s counsel may not seek to terminate this Settlement Agreement on grounds relating to the amount or denial of any service award;

1.4.4 directing that the Action be dismissed with prejudice and, except as provided for herein, without costs;

1.4.5 directing the parties to comply with all obligations regarding the confidentiality and destruction of discovery material from the Action (see, e.g., Stipulated Protective Order at ¶ 32 (D.E. 69));

1.4.6 retaining exclusive jurisdiction over the Settlement and this Settlement Agreement, including the administration and consummation of the Settlement; and

1.4.7 directing that the judgment of dismissal shall be final and appealable.

1.5 Finality of Settlement. This Settlement Agreement shall become final upon the

occurrence of all of the following (“the Effective Date”):

1.5.1 Neither Shire nor Plaintiffs have availed themselves of their respective rights to cancel and terminate the Settlement pursuant to paragraphs 1.11 or 1.12;

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1.5.2 the entry of a Final Approval Order in a form substantially the same as attached hereto as Exhibit I; and

1.5.3 the time for appeal from the Court’s approval of this Settlement as described in paragraph 1.5.2 hereof and the Final Judgment and Order as described in paragraph in 1.5.3 hereof has expired or, if appealed, either such appeal shall have been dismissed prior to resolution by the appellate court or approval of this Settlement and the Final Judgment and Order has been affirmed in its entirety by the court of last resort to which such an appeal has been taken and such affirmance has become no longer subject to further appeal or review.

1.6 Settlement Fund. Subject to the terms and conditions of this Settlement

Agreement and the Escrow Agreement (as defined below), and in full, complete, and final

settlement of the Action:

1.6.1 Within five (5) business days after the Court enters the Preliminary Approval Order granting preliminary approval of this Settlement Agreement, including the Escrow Agreement, Shire shall deposit $14,750,000 (“the Settlement Amount”) into an interest-bearing escrow account (“the Escrow Account”) held and administered by Huntington National Bank. Shire will maintain the Escrow Account until five (5) business days after the Settlement Agreement becomes final pursuant to paragraph 1.5 above. If this Settlement becomes final, all interest earned less taxes, costs, and expenses associated with administration of the funds will inure to the benefit of the Settlement Class. The Settlement Amount deposited by Shire into the Escrow Account plus interest earned on some or all of the Settlement Amount, shall be referred to as “the Settlement Fund.”

1.6.2 The Escrow Account shall be established and administered pursuant to the Escrow Agreement attached hereto substantially in the form of Exhibit C. It is intended that the Escrow Account be treated as a “qualified settlement fund” for federal income tax purposes pursuant to Treas. Reg. § 1.468B-1 and that any taxes due as a result of income earned by the Settlement Fund will be paid from the Settlement Fund. The Escrow Agent shall disburse funds from the Escrow Account only pursuant to and consistent with the express terms of the Settlement Agreement, the Preliminary Approval Order, the Final Judgment and Order, the Escrow Agreement, and any order of the Court.

1.6.3 The Settlement Fund shall be available for distributions to the Plaintiffs and members of the Settlement Class upon the Settlement becoming final pursuant to paragraph 1.5 hereto, subject to deductions for payments of:

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(1) reasonable attorneys’ fees, costs, and expenses approved by the Court; (2) any Court-approved service awards pursuant to paragraph 1.4.3; (3) taxes payable on the Settlement Fund; (4) costs and expenses associated with administration of the funds; and/or (5) any and all administrative and notice expenses associated with this Action or the Settlement. The Settlement Fund, after these deductions, shall be referred to as the “Net Settlement Fund.”

1.6.4 Upon the entry of the Preliminary Approval Order, the Escrow Agent shall advance $500,000 from the Escrow Account to the SettlementAdministrator as advance payment for fees, costs, and expenses associated with the Notice Plan and claims administration. If the total fees, costs, and expenses for notice and claims administration exceed $500,000, all such fees, costs, and expenses shall be borne exclusively by counsel for Plaintiffs, pending the Settlement becoming final pursuant to paragraph 1.5 hereto at which point counsel for Plaintiffs shall be reimbursed such excess fees, costs, and expenses pursuant to paragraph 1.6.3 hereto.

1.6.5 Shire will not object to a properly supported request by Plaintiffs’ counsel for the payment of up to 35% of the Settlement Fund for attorneys’ fees,plus costs, and reasonable service awards to be paid pursuant to paragraph1.4.3. Any attorneys’ fees, expenses, and costs approved by the Court shall be payable solely out of the Settlement Fund, and Plaintiffs, members of the Settlement Class, and their respective counsel shall not seek payment of any attorneys’ fees, expenses, costs, or service awards from any source other than the Settlement Fund. Plaintiffs shall file their application for attorneys’ fees, costs and service awards no later than fourteen (14) days prior to the deadline for Settlement Class members torequest exclusion from or object to the Settlement. The applications shall also be posted on the Settlement Website.

1.6.6 Plaintiffs’ counsel will use best efforts to maximize distribution and payment of the Net Settlement Fund to Settlement Class members with minimal reserves. Of this amount, 74%, will be directed to Settlement Class members who purchased Adderall XR® between and including January 1, 2007 and March 31, 2009 (“the pre-generic period”). The remainder of the Settlement Fund, in an amount not less than 26%, will be allocated in full to Settlement Class members who purchased Adderall XR® between April 1, 2009 through the date of preliminary approval (“the post-entry period”). Each member of the Settlement Class who timely submits a Claim Form attesting that he or she paid for a prescription of branded Adderall XR® during the Claims Period (hereinafter “Qualified Class Members”) shall receive payment for each prescription purchased in an amount equal to a percentage of the remaining Settlement Fund allocated to the pre-generic period and/or the post-entry period, as appropriate. Each Qualified Class Member will be paid an equal amount for each prescription purchased, within each period (pre-generic period

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and post-entry period), multiplied by the number of prescriptions purchased, subject to a maximum recovery per branded Adderall XR®

prescription of $16. Provided further, in the event that any amounts remain in the Net Settlement Fund after payments are made to Qualified Class Members, those amounts shall be distributed under a cy pres method of distribution to C.H.A.D.D - Children and Adults with Attention Deficit Disorders, a national non-profit organization working to improve the lives of affected people through education, advocacy, and support.

1.7 Full Satisfaction; Limitation of Interest and Liability. The total consideration

that Shire will pay for this Settlement shall be the Settlement Amount, and neither Shire nor any

other Released Party (as defined in paragraph 1.8 below) shall have any obligation to make any

payment as part of this Settlement in excess of or in addition to the Settlement Amount.

Plaintiffs shall look solely to the Settlement Fund for settlement and satisfaction against Shire of

all claims that are released hereunder. If the Settlement becomes final pursuant to paragraph 1.5

herein, the Settlement Fund will fully satisfy any and all Released Claims (as defined in

paragraph 1.8 below). Except as provided by Court order, no Plaintiff shall have any interest in

the Settlement Fund, or any portion thereof. Shire shall have no liability with respect to

disbursements from the Settlement Fund.

1.8 Releases.

1.8.1 Except as otherwise provided in paragraph 1.9, upon the Effective Date, Shire, its parents, subsidiaries, and affiliates, whether direct or indirect, the predecessors and successors of each of them, and their respectivedivisions, affiliates, joint ventures, stockholders, officers, directors, supervisory or advisory boards, insurers, general or limited liability partners, employees, agents, trustees, associates, attorneys or legal representatives (and the predecessors, heirs, executors, administrators, successors and assigns of each of the foregoing) (“the Released Parties”), shall be unconditionally, fully, and finally released and forever discharged from all manner of claims, debts, obligations, demands, actions, suits, causes of action, damages whenever incurred, liabilities of any nature whatsoever, including costs, expenses, penalties and attorneys’ fees, known or unknown, suspected or unsuspected, accrued in whole or in part, in law or equity, that Plaintiffs or any members of the Settlement Class (including any of their past, present, and future officers, directors, insurers, general or limited liability partners, divisions, stockholders,

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agents, attorneys, employees, legal representatives, trustees, parents, associates, affiliates, joint ventures, subsidiaries, heirs, executors, administrators, predecessors, successors and assigns, acting in their capacity as such) (“the Releasors”) whether or not they object to the Settlement and whether or not they make a claim or participate in the Settlement Fund, ever had, now has, or hereafter can, shall or may have, directly, representatively, derivatively or in any other capacity, arising out of or under the federal antitrust laws or under the antitrust, trade regulation, or consumer protection laws, and common law, of any of the following jurisdictions: the District of Columbia and the states of Alabama, Arizona, California, Delaware, Florida, Georgia, Idaho, Illinois, Iowa, Kansas, Maine, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, North Dakota, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Utah, Vermont, West Virginia, and Wisconsin, and relating in any way to any conduct alleged or asserted in any complaints filed by Plaintiffs in this Action or any other complaint filed by Plaintiffs, including any alleged delay in the manufacture, marketing or sale of any generic, or AG version of Adderall XR®, or any alleged overcharges in copays for Adderall XR®

or any generic versions thereof, before the Effective Date (“the Released Claims”).

1.8.2 In addition, Plaintiffs and each Settlement Class member, on behalf of themselves and all other Releasors, hereby expressly waive, release, and forever discharge, upon the Settlement becoming final, any and all provisions, rights, and benefits, if any, conferred by § 1542 of the California Civil Code, which reads:

Section 1542. General Release; extent. A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.

or by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable or equivalent to § 1542 of the California Civil Code.

1.8.3 Each Settlement Class member may hereafter discover facts other than or different from those which he, she, or it knows or believes to be true with respect to the claims that are the subject matter of this paragraph 1.8, but each Settlement Class member hereby expressly waives and fully, finally,and forever settles, releases, and discharges, upon this Settlement becoming final, any known or unknown, suspected or unsuspected,

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asserted or unasserted, contingent or noncontingent claim that would otherwise fall within the definition of Released Claims, whether or notconcealed or hidden, without regard to the subsequent discovery or existence of such different or additional facts. Each Settlement Class member also hereby expressly waives and fully, finally, and forever settles, releases, and discharges any and all claims it may have against any Released Party under § 17200, et seq., of the California Business and Professions Code or any similar comparable or equivalent provision of the law of any other state or territory of the United States or other jurisdiction, which claims are expressly incorporated into the definition of Released Claims.

1.9 Reservation of Claims. The releases set forth in paragraph 1.8 hereof shall not

release any claims for personal injury.

1.10 Stay of Proceedings. Plaintiffs’ Motion for Preliminary Approval of the

Settlement will request a continued abatement of any and all proceedings in the Action before

the Court, other than those incident to the settlement process. Shire will not oppose Plaintiffs’

request for such a stay, and the parties will agree to extensions of time with respect to any Court

filings necessary to effectuate such request.

1.11 Effect of Disapproval. This Settlement Agreement may be cancelled and

terminated, and shall become null and void upon the election of Shire or Plaintiffs’ counsel for

the Settlement Class by providing written notice to the parties designated to receive such notice

hereunder in accordance with paragraph 1.21 hereof and the Escrow Agent within five (5)

business days following the occurrence of any of the following: (i) the Court declines to finally

approve this Settlement; (ii) if such approval is set aside on appeal; (iii) pursuant to a request by

Shire,3 the Court fixes a date after which the parties will have the right to cancel and terminate

this Settlement Agreement and the Court does not enter final judgment within the time period

3 The parties agree that: (i) Shire may ask the Court to fix a date after which the parties will have

the right to cancel and terminate this Settlement Agreement pursuant to this paragraph 1.11 if no final judgment has been entered; and (ii) Plaintiffs will not oppose that request.

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established by the Court pursuant to Shire’s request; (iv) the Court enters final judgment and

appellate review is sought, and on such review, the final judgment is not affirmed. A

modification or reversal on appeal of any amount of Class counsel’s fees and expenses awarded

by the Court from the Settlement Fund, or the amount of service awards from the Settlement

Fund to Plaintiffs in the Action, shall not be deemed a modification of all or a part of the terms

of this Settlement Agreement or the Final Judgment and Order and shall not give rise to any right

of termination. If the Settlement Agreement is not approved or finalized, is terminated, or is

otherwise invalidated, the Third Amended Complaint shall be rendered null and void, and that

First Amended Complaint (D.E. 107-1) shall be deemed the operative Complaint in the Action.

1.12 Opt Outs. Settlement Class members may exclude themselves from the

Settlement by submitting a written exclusion postmarked no later than thirty (30) days before the

date the Court sets for the Fairness Hearing (or such different period as the Court may direct) in

accordance with paragraph 1.12.1 herein. If the Settlement is finally approved by the Court, any

potential Settlement Class member who does not submit a timely written request for exclusion as

provided in paragraph 1.12.1 below shall be bound by all subsequent proceedings, orders and the

judgment in this litigation relating to this Settlement Agreement, even if he or she has pending,

or subsequently initiates, litigation, arbitration or any other proceeding against Shire relating to

the Released Claims.

1.12.1 Procedure for Opt Outs. Any potential Settlement Class member who wishes to be excluded from the Class must mail or deliver a written request for exclusion to the Settlement Administrator, care of the address provided in the Class Notice, postmarked or delivered no later than thirty (30) days before the Fairness Hearing, or as the Court otherwise may direct. The written request for exclusion must request exclusion from the Class, must be signed by the potential Settlement Class member and include a statement indicating that the requester is a member of the Settlement Class, and the patient’s name (if different from the purchaser’s name). The written request for exclusion must be substantially similar to

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Exhibit J. A list reflecting all requests for exclusion shall be filed with the Court by the Settlement Administrator at or before the Fairness Hearing.

1.12.2 Effect of Opt Outs. Class counsel, or their designee, shall promptly, and on a rolling basis (at least weekly) as received, notify Shire of the receipt of any and all requests to be excluded from the Settlement Class, together with the information required to be included with the exclusion request as approved by the Court. The parties further agree and acknowledge that any opt out may be detrimental to Shire and that Shire retains the right to terminate the Settlement Agreement in the event that at least 500 members of the Settlement Class elects to opt out. To exercise its right to terminate in the event of an opt out, Shire shall provide written notice of its intent to terminate to the Court no later than seven (7) business days before the Fairness Hearing.

1.13 Objections to Settlement. Any potential Settlement Class member who wishes to

object to or oppose the approval of this Settlement and/or the motions for attorneys’ fees, costs,

and/or service awards shall submit to the Clerk of the Court and serve a written objection at least

thirty (30) days before the Fairness Hearing, or as the Court may otherwise direct.

1.13.1 Contents of Written Objections to Settlement. The written objections

must contain the following:

1.13.1.1 the name of this Action;

1.13.1.2 the objecting Settlement Class member’s full name and mailing address;

1.13.1.3 all grounds for the objection, accompanied by any legal support known to the objecting Settlement Class member and/or his or her counsel;

1.13.1.4 the identity of any and all attorneys, including the attorney’s name, address, and telephone number who represents the objecting Settlement Class member, including any former or current counsel who may be entitled to compensation for any reason related to the objection;

1.13.1.5 a statement confirming whether the objecting Settlement Class member or any counsel representing the Settlement Class member intends to personally appear and/or testify at the Fairness Hearing; and

EXHIBIT 1


17

1.13.1.6 The signature of the objecting Settlement Class member (a signature by the Settlement Class member’s counsel is insufficient);

1.13.2 Responding to Objections. Class counsel may file a response to

objections no later than fourteen (14) days before the Fairness Hearing. If Class counsel receives

any objections that have not previously been filed on the ECF for this Action, Class counsel will

concurrently upload said objection(s).

1.14 Claim Form Availability. The Claim Form will be available for downloading

from the Settlement Website and may be completed and submitted online at the Settlement

Website. The Claim Form may also be requested by calling the toll-free telephone number

provided by the Settlement Administrator or by writing to the Settlement Administrator.

1.15 Eligibility for Cash Payment. To be eligible for a cash payment, the Settlement

Class member must submit a signed and completed Claim Form to the Settlement Administrator

containing his or her name and mailing address.

1.15.1 The Claim Form will also request an e-mail address for the Settlement Class member, but an e-mail address will not be required to be eligible for a cash payment.

1.15.2 With approval of Class counsel, the Settlement Administrator may payclaims that are otherwise valid but untimely filed if there is sufficient money to pay all valid and timely claims in full plus untimely but otherwise valid claims, and payment of any such untimely but valid claims is administratively feasible and otherwise reasonable, taking into account the need to timely pay claims.

1.15.3 The determination of the Settlement Administrator, after consultation with Class counsel and Shire’s counsel, concerning the eligibility and amount of payment shall be final. In the event a Settlement Class member disagrees with such a determination, the Settlement Administrator agrees to reconsider such determination, which includes consultation with Class counsel.

1.15.4 To be eligible, Claim Forms must be postmarked or submitted online no later than thirty (30) days before the Fairness Hearing. However, Shire

EXHIBIT 1


18

and Class counsel may jointly agree to recommend the acceptance of additional claim forms up until five (5) days prior to the Fairness Hearing.

1.16 Effect of Termination. If the Settlement is terminated pursuant to paragraphs

1.11 and/or 1.12.2, or for any reason does not become final in accordance with the terms of

paragraph 1.5 hereof, then: (i) this Settlement Agreement shall be of no force or effect; (ii) any

amount of the Settlement Fund, including any and all interest earned thereon, less the costs of

administration of the funds, and less the costs and expenses of Class notice, together not to

exceed $500,000, shall be paid to Shire per paragraph six (6) of the Escrow Agreement no later

than seven (7) business days after the Escrow Agent receives notice of termination pursuant to

paragraphs 1.11 and/or 1.12.2 hereof; and (iii) any release pursuant to paragraph 1.8 above shall

be of no force or effect. If the Settlement Agreement is not approved or finalized, is terminated,

or is otherwise invalidated, the Third Amended Complaint shall be rendered null and void, and

that First Amended Complaint (D.E. 107-1) shall be deemed the operative Complaint in the

Action.

1.17 Preservation of Rights and No Admission. The parties agree that this

Settlement Agreement, whether or not it shall become final, and any and all negotiations,

documents, and discussions associated with it, shall not be deemed or construed to be an

admission or evidence of any violation of any statute or law, of any liability or wrongdoing by

Shire (including, without limitation, that Shire has engaged in any conduct or practices that

violate any antitrust laws or any other laws), or of the truth of any of the claims or allegations

contained in any complaint or any other pleading or document filed in this Action, or the Netwall

Peluso and/or Hartenstine Actions; and evidence thereof shall not be discoverable, admissible, or

otherwise used directly or indirectly, in any way (except that the provisions of this Settlement

Agreement can be used by the parties to enforce the provisions of the Settlement Agreement),

EXHIBIT 1


19

whether in the Action or in any other action or proceeding, civil, criminal or otherwise, in or

before any court, administrative agency, arbitrator or arbitration panel, regulatory body, or other

authority or tribunal. The parties expressly reserve all of their rights if the Settlement does not

become final in accordance with paragraph 1.5 of this Settlement Agreement. Upon the

Settlement becoming final, nothing in this paragraph shall prevent Shire from asserting any

release or using this Settlement Agreement to offset any liability to any other parties.

1.18 Resumption of Litigation. The parties agree that if the Settlement Agreement is

terminated, or the Settlement does not become final pursuant to paragraph 1.5, litigation of the

Action will resume in a reasonable manner to be approved by the Court upon joint application by

the parties hereto.

1.19 Confidentiality. Until after the earlier to occur of: (i) the filing of Plaintiffs’

Motion for Preliminary Approval of the Settlement with the Court; or (ii) any public disclosures

by Shire regarding the Settlement, this Settlement shall be confidential, and neither Plaintiffs nor

any counsel or other agent for or representative of Plaintiffs or the Settlement Class will make or

cause to be made any statement or comment regarding this Settlement to anyone other than

Plaintiffs, their attorneys, the Settlement Administrator, and the Court.

1.20 Binding Effect. This Settlement Agreement shall be binding upon, and inure to

the benefit of, the parties hereto, the Released Parties, the Releasors, and the successors and

assigns of each of them. Without limiting the generality of the foregoing, each and every

covenant and agreement herein by the Plaintiffs and their counsel shall be binding upon all

members of the Settlement Class and the Releasors and their respective successors and assigns.

1.21 Notice. Any and all notices, requests, consents, directives, or communications by

any party intended for any other party shall be in writing and shall, unless expressly provided

EXHIBIT 1


20

otherwise herein, be given by mail, personally, by express courier, or by e-mail, to the following

persons, and shall be addressed as follows:

To Plaintiffs and the Settlement Class:

Conlee S. Whiteley, Esq. [email protected] & WHITELEY, LLC701 Camp StreetNew Orleans, Louisiana 70130Tel: (504) 524-5777Fax: (504) 524-5763

To Shire:

Porter F. Fleming, [email protected] F. Brockmeyer, Esq. [email protected] A. Zwally, [email protected] H. Haug, [email protected] LAWRENCE & HAUG LLP745 Fifth AvenueNew York, NY 10151Tel: (212) 588-0800Fax: (212) 588-0500

-and-

Chris Allen, [email protected] Counsel, US Litigation & Investigations SHIRE

300 Shire WayLexington, MA 02421Office: 781-482-1446

Any of the parties may, from time to time, change the address to which such notices,

requests, consents, directives, or communications are to be delivered, by giving the other parties

prior written notice of the changed address, in the manner hereinabove provided, ten (10)

EXHIBIT 1


21

calendar days before the change is effective.

1.22 Integrated Agreement. This Settlement Agreement (including the exhibits

hereto) contain the entire, complete, and integrated statement of each and every term and

provision agreed to by and among the parties. This Settlement Agreement shall not be modified

in any respect, including by any court, except by a writing executed by all the parties hereto.

1.23 Headings. The headings used in this Settlement Agreement are intended for the

convenience of the reader only and shall not affect the meaning or interpretation of this


1.24 No Party Is the Drafter. None of the parties hereto shall be considered to be the

drafter of this Settlement Agreement or any provision hereof for the purpose of any statute, case,

law, or rule of interpretation, or construction that would or might cause any provision to be

construed against the drafter hereof.

1.25 Choice of Law. All terms of this Settlement Agreement shall be governed by and

interpreted according to the substantive laws of the State of Florida without regard to its choice

of law or conflict of laws principles.

1.26 Consent to Jurisdiction. Shire and each member of the Settlement Class hereby

irrevocably submit to the exclusive jurisdiction of the United States District Court for the

Southern District of Florida, for any suit, action, proceeding, or dispute arising out of or relating

to this Settlement Agreement or the applicability of this Settlement Agreement. Notwithstanding

anything in this paragraph 1.26 to the contrary, nothing in this paragraph 1.26 shall prohibit:

(i) the assertion in any forum in which a claim is brought that any release herein is a defense, in

whole or in part, to such claim; or (ii) if such a defense is asserted in such forum, the

determination of its merits in that forum.

EXHIBIT 1


EXHIBIT 1


EXHIBIT 1


23

Ruben Honik, Esq. (Pro Hac Vice)[email protected] M. Golomb, Esq. (Pro Hac Vice)[email protected] J.Stanoch (Pro Hac Vice)[email protected] & HONIK, P.C.1515 Market Street, Suite 1100Philadelphia, PA 19102Tel: (215) 985-9177Fax: (215) 985-4169

-and-

Gillian L. Wade, Esq. (Pro Hac Vice)[email protected] D. Avila, Esq. (Pro Hac Vice)[email protected] ADELMAN JACKSON

FAIRCHILD & WADE, LLP10250 Constellation Boulevard14th FloorLos Angeles, CA 90067Tel.: (310) 396-9600Fax: (310) 396-9635

-and-

Brian T. Ku, Esq. (Fla. #610461)[email protected] Mussman, Esq. (Fla # 597155)[email protected]. Ryan Casey, Esq. (Pro Hac Vice)[email protected] & MUSSMAN, P.A.6001 NW 153rd Street, Ste. 100Miami, Florida 33014Tel: (305) 891-1322Fax: (305) 891-4512

David S. Shotlander (Pro Hac Vice)[email protected] FROMMER LAWRENCE & HAUG LLP745 Fifth AvenueNew York, NY 10151Tel: (212) 588-0800Fax: (212) 588-0500

-and-

Eric C. Christu, Esq. (FL Bar No. 434647)[email protected] J. Barsky, Esq. (FL Bar No. 25713)[email protected] & BOWEN LLP525 Okeechobee Boulevard, Suite 1100West Palm Beach, FL 33401Tel: (561) 650-8556Fax: (561) 671-5900

EXHIBIT 1


EXHIBIT 1


EXHIBIT 1


EXHIBIT 1


EXHIBIT 1


Karen DeReus

Rayna DeReus

Jodi Leit

"'~

Mindi Leit

Barrie Shanahan, on behalf of herself and minorchild, B. Shanahan

Brian Shanahan, on behalf of himself and minorchild, B. Shanahan

EXHIBIT 1


Karen DeReus

Rayna DeReus

~.,f

Jodi

Mindi Leit



EXHIBIT 1


Karen DeReus

Rayna DeReus

Jodi Leit

Mindi Leit



EXHIBIT 1


1

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF FLORIDA

Miami-Dade Division

CASE NO. 13-21158-CIV-LENARD/GOODMAN

MONICA BARBA and JONATHAN REISMAN, on behalf of themselves and all others similarly situated, Plaintiffs, v. SHIRE U.S., INC., a New Jersey Corporation, SHIRE, LLC, a Kentucky Limited Liability Company, and DOES 1 through 100, inclusive, Defendants.

)) ) ) ) ) ) ) ) ) ) ) ) )

PLAINTIFFS’ UNOPPOSED MOTION FOR LEAVE TO FILE CONDITIONAL THIRD AMENDED COMPLAINT IN ACCORDANCE WITH CLASS ACTION SETTLEMENT

Plaintiffs Monica Barba and Jonathan Reisman (“Plaintiffs”), by and through

undersigned counsel, hereby move this Court for Leave to File a Conditional Third Amended

Complaint (“Conditional TAC”) in this action pursuant to Fed. R. Civ. P. 15. In support of their

motion, Plaintiffs state as follows:

1. Pursuant to paragraph 1.2 of the Settlement Agreement (filed concurrently

herewith), Plaintiffs respectfully request an Order by this Court granting leave to file their

Conditional TAC (attached hereto as Exhibit A) for settlement purposes only. Defendants Shire

U.S., Inc. and Shire, LLC (“Shire” or “Defendants”) do not oppose this request.

2. Plaintiffs are concurrently filing the proposed Class Action Settlement Agreement

(the “Agreement”) and the Unopposed Motion for Preliminary Approval of Class Action

Settlement.

Exhibit A EXHIBIT 1


2

3. The parties agree, and Shire thus consents, that Plaintiffs should be permitted to

file the Conditional TAC for settlement purposes only and as set forth in paragraph 1.2 of the

Agreement.

4. As noted in Fed. R. Civ. P. 15(a)(2), “a party may amend its pleading only with

the opposing party’s written consent or the court’s leave.” Here, Shire has consented to the filing

of the Conditional TAC for settlement purposes only.

5. Further, the Conditional TAC is necessary to add the following individuals as

plaintiffs to this Action and Class Representatives for the Settlement Class in this Action: (i)

Karen DeReus; (ii) Rayna DeReus; (iii) Jodi Leit; (iv) Mindi Leit; and (v) Barrie Shanahan and

Brian Shanahan on behalf of their minor child B.S. See Agreement at paragraph 1.2.

6. The parties agree, for settlement purposes only, that these additional Plaintiffs

have standing to pursue the claims in this Action relating to Shire’s rebates to certain managed

care organizations (“MCOs”). The MCO rebate claims are included in the Settlement, but the

Court found that the existing named Plaintiffs (Barba and Reisman) did not have standing to

pursue these claims (D.E. 230 at 64).

7. Plaintiffs previously moved this Court to add these additional Plaintiffs (which

Defendants at that time opposed), D.E. 198, which this Court denied as untimely so as “to

preserve the Court’s trial schedule and the orderly administration of its docket.” The Court

further noted that it had “become abundantly clear that the only way this case is ever going to

proceed to trial is by enforcing the Scheduling Order deadlines.” D.E. 204. These grounds are no

longer applicable. Specifically, granting the parties Agreed Motion at this time is necessary to

facilitate the Settlement of this Action.

Exhibit A EXHIBIT 1


3

8. The parties agree that the Conditional TAC shall be used solely for settlement

purposes and without waiving any rights or defenses Shire may otherwise have. See Agreement

at paragraph 1.2.

9. In the event that the Motion for Preliminary Approval of Class Action Settlement

is granted, the parties agree that:

a. the allegations of the Conditional TAC shall be deemed denied by Shire

and Shire shall not be required to file a responsive pleading;

b. all of the defenses Shire asserted in its Answer to Plaintiffs’ First

Amended Complaint (D.E. 272) shall be deemed asserted as to the

allegations of the Conditional TAC; and

c. the Conditional TAC shall also be deemed served on Shire on the date that

it is electronically filed with the Court.

See Agreement at paragraph 1.2.

THEREFORE, pursuant to Fed. R. Civ. P. 15, and in the interests of facilitating

settlement in the above-captioned action, Plaintiffs respectfully request (and Defendants do not

oppose), that this Court grant Plaintiffs’ Unopposed Motion for Leave to File Conditional Third

Amendment Complaint in Accordance with Class Action Settlement.

Date: April 7, 2016 Respectfully submitted,

KU & MUSSMAN, PA

By: /s/ Brian T. Ku Brian T. Ku, Esq. (Fla. # 610461) [email protected] Louis Mussman, Esq. (Fla # 597155) [email protected] M. Ryan Casey, Esq. (Pro Hac Vice) [email protected] Ku & Mussman, P.A.

Exhibit A EXHIBIT 1


4

6001 NW 153rd Street, Suite 100 Miami Lakes, Florida 33014 Tel: (305) 891-1322 Fax: (305) 891-4512 -and- Conlee Whiteley, Esq. (Pro Hac Vice) [email protected] Kanner & Whiteley, LLC 701 Camp Street New Orleans, Louisiana 70130 Tel: (504) 524-5777 Fax: (504) 524-5763 -and- Ruben Honik, Esq. (Pro Hac Vice) [email protected]. Richard M. Golomb, Esq. (Pro Hac Vice) [email protected] Kenneth J. Grunfeld, Esq. (Pro Hac Vice) [email protected] David Stanoch (Pro Hac Vice) [email protected] GOLOMB & HONIK, P.C. 1515 Market Street, Suite 1100 Philadelphia, PA 19102 Tel: (215) 985-9177 Fax: (215) 985-4169 -and-

Gillian L. Wade, Esq. (Pro Hac Vice) [email protected] Sara D. Avila, Esq. (Pro Hac Vice) [email protected] MILSTEIN ADELMAN, LLP 10250 Constellation Blvd., 14th Floor Los Angeles, CA 90067 Tel.: (310) 396-9600 Fax: (310) 396-9635 Counsel for Plaintiffs and the Proposed Class

Exhibit A EXHIBIT 1


5

CERTIFICATE OF SERVICE

I HEREBY CERTIFY, that on this 7th day of April, 2016, a true and correct copy of the

foregoing has been furnished by email (via this Court’s CM/ECF system) on all counsel or

parties of record.

By: /s/ Brian T. Ku

Brian T. Ku, Esq. (Fla. # 610461)

Exhibit A EXHIBIT 1



Miami-Dade Division Case No.: 13-CV-21158-LENARD/GOODMAN

MONICA BARBA, JONATHAN REISMAN, KAREN DEREUS, RAYNA DEREUS, JODI LEIT, MINDI LEIT, AND BARRIE AND BRIAN SHANAHAN, on behalf of themselves and all others similarly situated, Plaintiffs, v. SHIRE U.S., INC., SHIRE LLC, and DOES 1-100, Defendants.

) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) )

[PROPOSED] PRELIMINARY APPROVAL ORDER

Upon review and consideration of the Class Action Settlement Agreement dated April 7,

2016 and the exhibits thereto (collectively, “the Settlement Agreement”), and Plaintiffs’ Motion

for Preliminary Approval of the Settlement with Shire U.S. Inc. and Shire LLC (collectively

“Shire”), and attachments thereto, filed on behalf of Monica Barba, Jonathan Reisman, Karen

DeReus, Rayna DeReus, Jodi Leit, Mindi Leit, and Barrie Shanahan and Brian Shanahan on

behalf of their minor child B.S., (collectively, “Plaintiffs”), individually and on behalf of a

putative class of indirect purchasers of Adderall XR®, as defined herein, which Plaintiffs asked

the Court to certify for settlement purposes only (“the Settlement Class”)

IT IS HEREBY ORDERED, ADJUDGED AND DECREED as follows:

1. Upon review and consideration of the Settlement Agreement, the Court finds that

the Settlement between the Settlement Class and Shire was arrived at by arms’ length

Exhibit B EXHIBIT 1


2

negotiations by highly experienced counsel, is fair, is in the best interests of the members of the

Settlement Class, and is hereby PRELIMINARILY APPROVED, subject to further

consideration at the Fairness Hearing provided for below.

2. All defined terms contained herein shall have the same meaning set forth in the


3. Pursuant to Federal Rule of Civil Procedure Rule 23, and for settlement purposes

only, the Court hereby certifies this Action as a class action on behalf of the following

Settlement Class:

All persons who, for personal or household use, purchased or paid for some or all of the purchase price for branded Adderall XR® from January 1, 2007 through the date the Court enters an order granting Preliminary Approval of the Settlement in the District of Columbia and the following states (collectively “the Territory”): Alabama, Arizona, California, Delaware, Florida, Georgia, Idaho, Illinois, Iowa, Kansas, Maine, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Mexico, New York, North Carolina, North Dakota, New Jersey, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Utah, Vermont, West Virginia, and Wisconsin. Excluded from the Settlement Class are: (i) third party payors; (ii) persons and entities who purchased directly from Shire; (iii) persons and entities who purchased only for resale purposes; (iv) “Flat co-pay” or “Cadillac Plan” customers who only made fixed dollar-amount co-payments that do not vary between Adderall XR® and its generic equivalents; (v) patients with insurance coverage that provided for a flat-rate co-pay provision; (vi) governmental entities;

Exhibit B EXHIBIT 1


3

(vii) Shire, its officers, directors, affiliates, legal representatives, employees, predecessors, successors, subsidiaries and assigns, and entities in which Shire has a controlling interest; and (viii) the judges, justices, magistrates, or judicial officers presiding over this matter.

The persons or entities described in this paragraph 2 shall be herein referred to as the

“Settlement Class.”

4. With respect to the Settlement Class, the Court preliminarily finds the

prerequisites for a class action under Rules 23(a) and (b)(3) of the Federal Rules of Civil

Procedure have been met, in that:

a. Pursuant to Fed. R. Civ. P. 23(c)(1)(B), the Settlement Class presents the

following claims and issues:

i. Whether Shire unlawfully delayed entry of a generic version of Adderall

XR® in violation of the federal or state antitrust, unfair competition,

consumer protection, or unjust enrichment laws of the states identified in

the Territory defined above in paragraph 2;

ii. Whether Shire’s alleged unlawful activity caused actual injury to members

of the Settlement Class; and

iii. The amount of damages, if any, owed to the members of the Settlement

Class under the federal or state antitrust, unfair competition, consumer

protection, or unjust enrichment laws of the states identified in the

Territory defined above in paragraph 2.

b. Pursuant to Fed. R. Civ. P. 23(a)(1), the Settlement Class is so numerous

that joinder of all members is impracticable.

Exhibit B EXHIBIT 1


4

c. Pursuant to Fed. R. Civ. P. 23(a)(2), there are questions of law and fact

common to the Settlement Class, including:

i. Whether Shire filed sham patent litigations against generic competitors of

Adderall XR® including Barr Laboratories, Inc. (“Barr”) and Impax

Laboratories, Inc. (“Impax”);

ii. Whether Shire’s Citizen Petition submitted to the Food and Drug

Administration (“FDA”) during FDA’s review of Abbreviated New Drug

Applications (“ANDAs”) for generic Adderall XR® was a “sham” within

the meaning of Professional Real Estate Investors, Inc. v. Columbia

Pictures Industries, Inc., 508 U.S. 49 (1993), or whether the petition was

genuinely aimed at procuring favorable governmental action and therefore

deserving of protection under the First Amendment of the U.S.

Constitution;

iii. Whether the settlement agreements resolving Shire’s patent litigations

against Barr and Impax provided them with “reverse payments” in

violation of FTC v. Actavis, Inc., 133 S. Ct. 2223 (2013);

iv. Whether Shire breached supply agreements pursuant to which Shire

agreed to supply Barr and Impax with authorized generic (“AG”) versions

of Adderall XR®;

v. Whether Shire executed new contracts with managed care organizations

(“MCOs”) whereby Shire agreed to pay higher than usual rebates to the

MCOs and in return the MCOs agreed to provide preferred placement of

Adderall XR® as compared to the AGs; and

Exhibit B EXHIBIT 1


5

vi. Whether, and to what extent, Shire’s conduct caused injury to Plaintiffs

and the individual members of the Settlement Class (and, if so, the

appropriate measure of damages) or whether, and to what extent,

Settlement Class members were uninjured by Shire’s conduct.

d. Pursuant to Rule 23(a)(4), the Court determines, in connection with and

for purposes of settlement, that the Class Representatives will fairly and adequately

protect the interests of the Settlement Class. All of the Settlement Class members share a

common interest in proving Shire’s alleged anticompetitive conduct and in recovering

damages.

e. Counsel for the Settlement Class (“Class Counsel”) is also adequate, and

is well-qualified to represent the Settlement Class in this case given their experience in

prior cases and the vigor with which they have prosecuted the above-captioned action

(“the Action”) thus far.

f. Pursuant to Rule 23(b)(3), the Court determines that, in connection with

and for purposes of this Settlement, common questions of law and fact predominate over

questions affecting only individual class members.

g. Pursuant to Rule 23(b)(3), the Court determines that, in connection with

and for purposes of this settlement, a class action is superior to other available methods

for the fair and efficient adjudication of this Action.

h. Settlement Class Members’ self-identification as members of the

Settlement Class is administratively feasible.

Exhibit B EXHIBIT 1


6

5. Pursuant to Fed. R. Civ. P. Rule 23, the Court hereby appoints Monica Barba,

Jonathan Reisman, Karen DeReus, Rayna DeReus, Jodi Leit, Mindi Leit, and Barrie Shanahan

and Brian Shanahan on behalf of their minor child B.S. as representatives of the Settlement

Class.

6. Pursuant to Fed. R. Civ. P. 23(c)(1)(B) and 23(g), the Court, having considered

the factors provided in Rule 23(g)(1)(A), hereby appoints the following counsel as Class

Counsel, who are directed to ensure that any remaining work in the Action is performed

efficiently and without duplication of effort:

Conlee Whiteley, Esq. (Pro Hac Vice) [email protected] Allan Kanner (Pro Hac Vice pending) [email protected] KANNER & WHITELEY, LLC 701 Camp Street New Orleans, Louisiana 70130 Tel: (504) 524-5777 Fax: (504) 524-5763 -and- Ruben Honik, Esq. (Pro Hac Vice) [email protected] Richard M. Golomb, Esq. (Pro Hac Vice) [email protected] Kenneth J. Grunfeld, Esq. (Pro Hac Vice) [email protected] GOLOMB & HONIK, P.C. 1515 Market Street, Suite 1100 Philadelphia, PA 19102 Tel: (215) 985-9177 Fax: (215) 985-4169 -and- Gillian L. Wade, Esq. (Pro Hac Vice) [email protected] Sara D. Avila, Esq. (Pro Hac Vice) Savila@ majfw.com

Exhibit B EXHIBIT 1


7

MILSTEIN ADELMAN JACKSON FAIRCHILD & WADE, LLP 10250 Constellation Boulevard 14th Floor Los Angeles, CA 90067 Tel.: (310) 396-9600 Fax: (310) 396-9635 -and- Brian T. Ku, Esq. (Fla. # 610461) [email protected] Louis Mussman, Esq. (Fla # 597155) [email protected] M. Ryan Casey, Esq. (Pro Hac Vice) [email protected] KU & MUSSMAN, P.A. 6001 NW 153rd Street, Ste. 100 Miami, Florida 33041 Tel: (305) 891-1322 Fax: (305) 891-4512

7. In Plaintiffs’ Motion for Preliminary Approval of the Settlement (D.E. __),

Plaintiffs sought the Court’s approval of a Notice Plan, which the Court hereby APPROVES, as

to form and content (or as may be amended by the Court). In accordance with the Notice Plan,

Plaintiffs shall use: (i) print publication notice; (ii) digital notice; and (iii) a long form notice

with more detail than the print or digital notices (substantially in the form of Exhibits E, F, and G

attached to the Settlement Agreement (D.E. __)). Plaintiffs will make the notices available on a

website (i.e., www.AdderallXRSettlement.com or something similar) (“the Settlement Website”)

and via e-mail and mail upon request. All forms of notice to the Class will include, among other

information: a description of the Settlement, a date by which Class members may make a claim,

exclude themselves from the Settlement Class, or object to the Settlement; the address of the

Settlement Website; and the toll-free telephone line. Plaintiffs’ shall notify Settlement Class

members by at least the following: (i) publication in Better Homes and Gardens, National

Geographic, and People magazines; (ii) targeted website and portal banner advertisements with

Exhibit B EXHIBIT 1


8

embedded links to the long form notice and the Settlement Website on general Run of Network

(RON) sites, which may includes sites such as USA Today’s website and drugstore.com; and (iii)

e-newsletter placements with ADDitude, a magazine dedicated to helping children and adults

with attention deficit disorder and learning disabilities lead successful lives. Plaintiffs must also

include at least the following on the Settlement Website: an electronic and printable copy of the

long form notice, information about the Action and the Settlement, important Court documents,

and an electronic and printable Claim Form, which may be submitted online or printed and

mailed. The Court finds that the proposed methods for giving notice of the Settlement to

members of the Settlement Class, as set forth in this Order and in the Settlement Agreement,

meet the requirements of Federal Rule of Civil Procedure Rule 23 and requirements of state and

federal due process, is the best notice practicable under the circumstances, and shall constitute

due and sufficient notice to all persons entitled thereto. The Court authorizes the parties to make

minor revisions to the Class Notice as they may deem necessary or appropriate, without the

necessity of further Court action or approval.

8. The Court appoints Kurtzman Carson Consultants LLC (“KCC”) as claims

administrator (“the Settlement Administrator”) to assist in providing notice to the Settlement

Class regarding the Settlement. The Settlement Administrator shall: (i) establish and maintain a

Post Office box for requests for exclusion from the Settlement Class; (ii) establish and maintain a

toll-free telephone line for answering Settlement-related inquiries; (iii) establish and maintain the

Settlement Website; (iv) respond to any mailed Class member inquiries; (v) process requests for

exclusion; (vi) track and process Claim Forms and investigate any suspected fraudulent claims;

(vi) calculate and distribute appropriate funds to the Settlement Class; and take all other steps the

parties deem appropriate to effectuate the Settlement. All expenses incurred by the Settlement

Exhibit B EXHIBIT 1


9

Administrator must be reasonable, are subject to Court approval as well as the provisions of the

Escrow Agreement, and shall be payable solely from the Settlement Fund.

9. The Court directs the Settlement Administrator to establish the Settlement

Website, making available copies of this Order, the long form Class Notice, the Claim Form that

may be downloaded and submitted online or by mail, the Settlement Agreement and all Exhibits

thereto, frequently asked questions, a free toll-free telephone line and such other information as

may be of assistance to Settlement Class Members or required under the Settlement Agreement.

10. The Claim Form and long form Notice shall be made available to Settlement

Class Members through the Settlement Website and on the websites of Class Counsel (at their

election) no later than twenty-one (21) days after the Court enters this Preliminary Approval

Order.

11. Internet and print publication notice shall commence no later than seventy-five

(75) days after the Court enters this Preliminary Approval Order.

12. The Court appoints Huntington National Bank to serve as Escrow Agent for the

purpose of administering the Escrow Account holding the Settlement Fund.

13. Within nine (9) months after the date of this Order, after appropriate notice of the

Settlement Class, and no less than fourteen (14) days before the Fairness Hearing, Plaintiffs shall

submit a Motion for Final Approval of the Settlement by the Court, seeking entry of final

judgment and order.

14. All Settlement Class members shall be bound by all determinations and

judgments in the Action concerning the Settlement, whether favorable or unfavorable to the

Settlement Class.

Exhibit B EXHIBIT 1


10

15. The Court approves the Parties’ proposed form and content of the Claim Form

(attached as Exhibit H to the Settlement Agreement). Any Settlement Class member who wishes

to receive money from the Settlement shall complete the Claim Form in accordance with the

instructions contained therein, and the Claim Form shall be postmarked or submitted online to

the Class Action Settlement Administrator no later than thirty (30) days before the Fairness

Hearing. Such deadline may be further extended without notice to the Settlement Class by Court

Order.

16. The Settlement Administrator shall have the authority to accept or reject claims in

accordance with the Settlement Agreement and the Notice Plan.

17. Any Settlement Class member may enter an appearance in the Action, at his or

her own expense, individually and through counsel. All Settlement Class members who do not

enter an appearance will be represented by Class Counsel.

18. Any person falling within the definition of the Settlement Class may, upon his or

her request, be excluded from the Class. Any such person must submit a written request for

exclusion to the Settlement Administrator postmarked or submitted online no later than thirty

(30) days before the Fairness Hearing (the “Opt-Out Deadline”), as set forth in the Class Notice.

Requests for exclusion purportedly filed on behalf of groups of persons are prohibited and will

be deemed to be void.

19. Any Settlement Class member who does not send a completed, signed request for

exclusion to the Settlement Administrator postmarked or submitted online on or before the Opt-

Out Deadline will be deemed to be a Settlement Class member for all purposes and will be

bound by all further orders of the Court in this Action and by the terms of the Settlement, if

finally approved by the Court. The written request for exclusion must request exclusion from the

Exhibit B EXHIBIT 1


11

Class, must be signed by the Settlement Class member and must include a statement indicating

that the person is a Settlement Class member. All persons who submit valid and timely requests

for exclusion in the manner set forth in the Settlement Agreement shall have no rights under the

Settlement Agreement and shall not be bound by the Settlement Agreement or the Final

Judgment and Order.

20. A list reflecting all requests for exclusion shall be filed with the Court by Class

Counsel at or before the Fairness Hearing.

21. Any Settlement Class member who desires to object to the Settlement, the

requested attorneys’ fees and costs and/or the Class Representatives’ Service Awards must

timely file with the Clerk of the Court and timely serve on the Class Counsel and Shire’s counsel

by hand or first-class mail a written objection, together with all papers that the Settlement Class

member desires to submit to the Court no later than thirty (30) days before the Fairness Hearing

(the “Objection Deadline”). The Court will consider such objection(s) and papers only if such

papers are received by the Court, Class Counsel and Shire’s counsel on or before the Objection

Deadline provided in the Class Notice.

22. All objections to the Settlement must contain the following information:

a. The name of this Action;

b. The objecting Settlement Class member’s full name and address;

c. All grounds for the objection, accompanied by any legal support known to the

objecting Settlement Class member or his or her counsel;

d. The identity of any and all counsel, including the lawyer’s name, address and

telephone number, who represent the objecting Settlement Class member,

Exhibit B EXHIBIT 1


12

including any former or current counsel who may be entitled to compensation for

any reason related to the objection.

e. A statement confirming whether the objecting Settlement Class member or any

counsel representing the objecting Settlement Class member intends to personally

appear and/or testify at the Fairness Hearing; and

f. The signature of the objecting Settlement Class member. A signature by the

objector’s counsel will not be sufficient.

23. All objections must be filed with the Clerk and served on Class Counsel and

Shire’s counsel as set forth above no later than the Objection Deadline. Objections received after

the Objection Deadline will not be considered at the Fairness Hearing. Any responses to

objections must be filed with this Court no later than fourteen (14) days before the Fairness

Hearing.

24. Settlement Class members who do not oppose the Settlement and the applications

for attorneys’ fees and costs and the Class Representatives’ Service Awards need not take any

action to indicate their approval.

25. A person’s failure to submit a written objection in accordance with the Objection

Deadline and the procedure set forth in the Class Notice waives any rights the person may have

to object to the Settlement and the applications for attorneys’ fees and costs and the Settlement

Representatives’ Service Awards, or to appeal or seek review of the Final Judgment and Order.

26. A hearing regarding the final approval of the Settlement (“the Fairness Hearing”)

shall be held before this Court on ___________, 2016 at ___:___ .m. Eastern time, in the

courtroom assigned to the Honorable Joan A. Lenard, U.S.D.J., at the United States District

Court for the Southern District of Florida, Wilkie D. Ferguson, Jr. U.S. Courthouse, 400 North

Exhibit B EXHIBIT 1


13

Miami Avenue, Courtroom __, Miami, Florida 33128. At the Fairness Hearing, the Court will

consider, inter alia: (i) the fairness, reasonableness, and adequacy of the Settlement; (ii) whether

the Court should approve and award attorneys’ fees, costs, and expenses requested by Class

Counsel; (iv) whether the service awards requested by Class Counsel should be made to those

Plaintiffs that served as class representatives; and (d) whether entry of a Final Judgment and

Order terminating this Action, in the form submitted by the parties to the Settlement Agreement,

should be entered. The Fairness Hearing may be rescheduled or continued. Class Counsel shall

be responsible for communicating any such notice promptly to the Settlement Class by posting a

conspicuous notice on the Settlement Website established by the Settlement Administrator.

27. Settlement Class members who wish to object to, or otherwise be heard with

respect to, the proposed Settlement, or to appear in person or through counsel at the Fairness

Hearing, must first send a Notice of Intention to Appear and a Summary Statement (“Notice of

Appearance”) outlining the position(s) to be asserted and the grounds therefor, together with

copies of any supporting papers or briefs, via first-class mail, postage prepaid, to the Clerk of the

United States District Court for the Southern District of Florida, Wilkie D. Ferguson, Jr. United

States Courthouse, 400 North Miami Avenue, Miami, Florida 33128, with copies to the

following counsel:

Class Counsel, Plaintiffs, and the Settlement Class

Conlee Whiteley, Esq. [email protected] Allan Kanner, Esq. [email protected] KANNER & WHITELEY, LLC 701 Camp Street New Orleans, Louisiana 70130 Tel: (504) 524-5777 Fax: (504) 524-5763

Exhibit B EXHIBIT 1


14

-and- Ruben Honik, Esq. [email protected] Richard M. Golomb, Esq. [email protected] Kenneth J. Grunfeld, Esq. [email protected] GOLOMB & HONIK, P.C. 1515 Market Street, Suite 1100 Philadelphia, PA 19102 Tel: (215) 985-9177 Fax: (215) 985-4169 -and- Gillian L. Wade, Esq. [email protected] Sara D. Avila, Esq. [email protected] MILSTEIN ADELMAN JACKSON FAIRCHILD & WADE, LLP 10250 Constellation Boulevard 14th Floor Los Angeles, CA 90067 Tel.: (310) 396-9600 Fax: (310) 396-9635 -and- Brian T. Ku, Esq. (Fla. # 610461) [email protected] Louis Mussman, Esq. (Fla # 597155) [email protected] M. Ryan Casey, Esq. (Pro Hac Vice) [email protected] KU & MUSSMAN, P.A. 6001 NW 153rd Street, Ste. 100 Miami, Florida 33041 Tel: (305) 891-1322 Fax: (305) 891-4512

Exhibit B EXHIBIT 1


15

The Shire Defendants Porter F. Fleming, Esq. [email protected] Michael F. Brockmeyer, Esq. [email protected] David A. Zwally, Esq. [email protected] Edgar H. Haug, Esq. [email protected] FROMMER LAWRENCE & HAUG LLP 745 Fifth Avenue New York, NY 10151 Tel: (212) 588-0800 Fax: (212) 588-0500 -and- Chris Allen, Esq. [email protected] Head Counsel, US Litigation & Investigations SHIRE 300 Shire Way Lexington, MA 02421 Office: 781-482-1446

28. The Parties’ Agreed Motion for Leave to File Amended Complaint in Accordance

with Class Action Settlement (D.E. ____) is hereby GRANTED. The Third Amended

Complaint is deemed filed in accordance with paragraph 1.2 of the Settlement Agreement.

29. All proceedings in this Action are hereby stayed until such time as the Court

renders a final decision regarding the approval of the Settlement, and, if it approves the

Settlement, enters final judgment in the form provided in the Settlement Agreement and

dismisses the Action with prejudice.

Exhibit B EXHIBIT 1


16

30. If the Settlement Agreement is finally approved, the Court shall enter a Final

Judgment and Order of Dismissal approving the Settlement Agreement. The Final Judgment and

Order of Dismissal is attached to the Settlement Agreement as Exhibit I. Said Final Judgment

and Order of Dismissal shall be fully binding with respect to all members of the Settlement Class

who did not request exclusion by the date set in the Class Notice, in accordance with the terms of

the Class Notice and the Settlement Agreement.

31. The Court shall retain continuing jurisdiction over the Action, the Parties and the

Settlement Class, the Escrow Agent, and the administration, enforcement and interpretation of

the Settlement Agreement.

32. Neither this Order, nor the Settlement Agreement, nor any other Settlement-

related document, nor anything contained therein or contemplated hereby, nor any proceeding

undertaken in accordance with the terms set forth in the Settlement Agreement shall constitute,

be construed as, or be deemed to be evidence of or an admission or concession by Shire of any

violation of any statute or law, of any liability or wrongdoing by Shire (including, without

limitation, that Shire has engaged in any conduct or practices that violate any antitrust laws or

any other laws), or of the truth of any of the claims or allegations contained in any complaint or

any other pleading or document filed in this Action nor as to the validity of any claim that has

been or could have been asserted against it or any of its predecessors, successors, affiliates,

subsidiaries, officers, directors, employees, or other representatives as to any liability by any or

all of them or as to any matter set forth in this Order.

IT IS SO ORDERED.

Dated: _______________ ___________________________ The Honorable Joan A. Lenard United States District Court Judge U.S. District Court for the Southern District of Florida

Exhibit B EXHIBIT 1


1

ESCROW AGREEMENT

THIS ESCROW AGREEMENT (“the Escrow Agreement”) is made and entered into as

of April __, 2016, in connection with the Class Action Settlement Agreement (“the Settlement

Agreement”) executed on April 7, 2016. This Escrow Agreement is entered into by and among

(1) defendants Shire U.S. Inc. and Shire LLC (collectively “Shire”); (2) Monica Barba, Jonathan

Reisman, Karen DeReus, Rayna DeReus, Jodi Leit, Mindi Leit, and Barrie Shanahan and Brian

Shanahan, on behalf of their minor child B.S. (collectively, “Plaintiffs”), individually and on

behalf of a putative class of indirect purchasers of Adderall XR®; and (3) Huntington National

Bank.

WHEREAS, Shire and Plaintiffs are parties to an action pending in the United States

District Court for the Southern District of Florida (the “Court”) captioned as: Monica Barba,

Jonathan Reisman, Karen DeReus, Rayna DeReus, Jodi Leit, Mindi Leit, and Barrie Shanahan

and Brian Shanahan, on behalf of their minor child B.S. v. Shire U.S., Inc. and Shire LLC, 13-cv-

21158 (S.D. Fla. filed April 2, 2013) (Lenard) (“the Action”);

WHEREAS, Shire and Plaintiffs have reached an agreement with respect to the

settlement and resolution of the Action as reflected in the Settlement Agreement;

WHEREAS, all the terms defined in the Settlement Agreement and not otherwise defined

in this Escrow Agreement are incorporated herein by reference;

WHEREAS, the Settlement Agreement contemplates the deposit of $14,750,000 (“the

Settlement Amount”) by Shire into an interest-bearing escrow account, within five (5) Business

Days after the Court issues the Preliminary Approval Order, to be held and administered by

Escrow Agent in accordance with the terms of the Settlement Agreement.

Exhibit C EXHIBIT 1


2

NOW THEREFORE, in consideration of the foregoing and to implement those portions

of the Settlement Agreement relating to the Escrow Account, the mutual covenants and

agreements set forth herein, and other good and valuable consideration, the receipt and

sufficiency of which are hereby acknowledged, and intending to be legally bound, the parties

agree as follows:

1. Definitions:

(a) All capitalized terms used herein and not otherwise defined shall have the

meaning ascribed thereto in the Settlement Agreement.

(b) “Bank” shall mean Huntington National Bank.

(c) “Business Day” means any day other than a Saturday or a Sunday or a day on

which banks located in Florida generally are authorized or required by law to close.

(d) “Escrow Agent” means Huntington National Bank or any successor escrow agent

appointed pursuant to Section 9 hereof.

(e) “Escrow Account” means an account established by Escrow Agent with the Bank

to directly receive Shire’s deposit of the Settlement Funds, as more specifically described in

Section 3 below.

(f) “Settlement Fund” means the Settlement Amount deposited by Shire into the

Escrow Account plus interest earned on some or all of the Settlement Amount.

(g) “Tax Expenses” shall have the meaning set forth in Section 8(c) below.

(h) “Terminating Event” shall have the meaning set forth in Section 7 below.

(i) “Written Direction” shall mean a written notification, signed by Class counsel and

by Shire, substantially in the form attached hereto and as required by Exhibit 1.

Exhibit C EXHIBIT 1


3

2. Appointment of and Acceptance by Escrow Agent. Class counsel, on behalf of the

Plaintiffs, the Settlement Class, and themselves, and Shire hereby appoint Huntington National

Bank to serve as Escrow Agent under the terms and conditions of this Escrow Agreement and the

Settlement Agreement. Escrow Agent hereby accepts such appointment and agrees to control

and disburse the Settlement Fund, subject to and in accordance with the terms and conditions of

this Escrow Agreement and those provisions of the Settlement Agreement applicable to Escrow

Agent.

3. Establishment of Escrow Account. Consistent with the Settlement Agreement, Escrow

Agent shall establish one or more interest-bearing accounts (collectively, “the Escrow Account”)

with the Bank. The name of the Escrow Account shall be in the following form: ____.

(a) Subject to the terms and conditions of the Settlement Agreement and this Escrow

Agreement, Shire shall cause to be deposited $14,750,000 (“the Settlement Amount”) into the

Escrow Account held and administered by Escrow Agent within five (5) Business Days after the

Court enters the Preliminary Approval Order granting preliminary approval of the Settlement

Agreement, including this Escrow Agreement. Promptly upon receipt of notification and

confirmation of such deposit from the Bank, Escrow Agent shall confirm in writing to Class

counsel and Shire receipt of the Settlement Funds into the Escrow Account.

(b) Shire will maintain the Escrow Account until five (5) Business Days after the

Settlement Agreement becomes final pursuant to paragraph 1.5 of the Settlement Agreement. If

the Settlement becomes final, all interest earned less taxes, costs, and expenses associated with

administration of the funds will inure to the benefit of the Settlement Class.

(c) The Settlement Fund shall be available for distributions to Plaintiffs and members

of the Settlement Class upon the Settlement becoming final pursuant to paragraph 1.5 of the

Exhibit C EXHIBIT 1


4

Settlement Agreement, subject to deductions for payments of: (1) reasonable attorneys’ fees,

costs, and expenses approved by the Court; (2) any Court-approved service awards pursuant to

paragraph 1.4.3 of the Settlement Agreement; (3) taxes payable on the Settlement Fund; (4) costs

and expenses associated with administration of the funds; and/or (5) any and all administrative

and notice expenses associated with this Action or the Settlement. The Settlement Fund, after

these deductions, shall be referred to as the “Net Settlement Fund.”

4. Investment of the Settlement Fund.

(a) Escrow Agent undertakes to perform all of the duties and responsibilities of

Escrow Agent as set forth or provided for in this Escrow Agreement and the Settlement

Agreement.

(b) During the term of this Escrow Agreement and only pursuant to Written Direction

from Class counsel and Shire, Escrow Agent may instruct the Bank to invest the Settlement Fund

in the following types of accounts and/or instruments and no other: (i) demand deposit accounts,

(ii) money market funds having a rating in the highest investment category granted by a

recognized credit rating agency at the time of investment and/or (iii) time deposit accounts and

certificates of deposit, in either case with maturities of forty-five (45) days or less. Any interest,

including dividends and other distributions and payments in connection with the investment of

the Settlement Fund, shall accrue to the benefit of the Settlement Fund. Escrow Agent shall

communicate with Class counsel and Shire on a monthly basis to discuss potential cash needs for

the following month.

(c) Escrow Agent shall have no responsibility for any investment losses resulting

from the investment, reinvestment, or liquidation of the Settlement Fund for which Escrow

Agent has provided instruction to the Bank in accordance with the terms of this Escrow

Exhibit C EXHIBIT 1


5

Agreement, nor shall Escrow Agent have any liability with respect to any failure by Class

counsel and Shire to provide timely Written Direction as to the investing of the Settlement Fund.

It is understood that Escrow Agent or its affiliates may derive indirect financial benefits from the

Bank in connection with the deposit and investment of the Settlement Fund with and through the

Bank, including without limitation, discounts on eligible banking services and fees, and loans at

favorable rates, unrelated to the Escrow Account, but any direct financial benefits that may

accrue to Escrow Agent shall be for the benefit of the Escrow Account.

5. Disbursement of Settlement Fund. Subject to the terms hereof, Escrow Agent shall

control the transfer and disbursement of the Settlement Fund in accordance with the following:

(a) Escrow Agent shall cause or permit the transfer and distribution of the Settlement

Fund only in accordance with a Written Direction substantially in the form of Exhibit 1 hereto.

Any Written Direction given to Escrow Agent pursuant to this provision may be modified by a

subsequent Written Direction.

(b) Escrow Agent shall otherwise dispose of the Settlement Fund as the Court may

direct by an order issued in the Action.

(c) Escrow Agent is expressly authorized and directed to work with the Settlement

Administrator to distribute funds from the Escrow Account as instructed in writing by the

Settlement Administrator (supported by a Written Direction) to enable the Settlement

Administrator to make, or to reserve or provide to the Settlement Administrator assets necessary

to make timely payments of tax estimates, Taxes, interest, and any tax-related penalties, if any,

on income earned by the Settlement Fund.

6. Termination of Settlement Agreement. If the Settlement is terminated, canceled, or

voided for any reason as provided in the Settlement Agreement (e.g., paragraphs 1.11 and/or

Exhibit C EXHIBIT 1


6

1.12.2 thereof) (“Terminating Event”), the Settlement Fund paid into the Escrow Account by

Shire (including interest, if any, earned thereon) shall be refunded to Shire, net of any

disbursements from the Escrow Account in accordance with Section 5 of this Escrow

Agreement, no later than seven (7) Business Days after Escrow Agent receives notice of

termination pursuant to the Settlement Agreement. The refund to Shire also shall be reduced by

any Taxes and Tax Expenses (as those terms are defined below) paid or owed, as applicable, to

the date of the Terminating Event, unless otherwise set forth in an applicable Court order.

7. Preparation and Payment of Taxes.

(a) Escrow Agent shall instruct the Bank to establish and treat the Escrow Account as

being at all times a “qualified settlement fund” within the meaning of Treas. Reg. § 1.468B-1.

(b) Escrow Agent will provide monthly and otherwise upon request, all information

with respect to the Escrow Account requested by the Settlement Administrator for the purpose of

tax payment and reporting. The Settlement Administrator’s requests may be made by facsimile

or e-mail to the address specified by Escrow Agent.

(c) Escrow Agent is hereby expressly authorized and directed to distribute funds from

the Escrow Account pursuant to the written instructions of the Settlement Administrator, without

prior order from the Court, to enable the Settlement Administrator to make timely payments of

tax estimates, Taxes, interest, and any tax-related assessments or penalties, if any, on income

earned by the Settlement Fund. All Taxes (including any estimated taxes, interest, or penalties)

arising with respect to the income earned by the Escrow Account shall be paid out of the Escrow

Account, and Escrow Agent shall be entitled to rely on the written instructions of the Settlement

Administrator with regard to the payment thereof. Expenses and costs incurred in connection

with the operation and implementation of this Section (including, without limitation, reasonable,

Exhibit C EXHIBIT 1


7

out-of-pocket expenses of tax attorneys, accountants, mailing, and costs relating to filing (or

failing to file) the returns described herein) (“Tax Expenses”), shall be paid in accordance with

the Settlement Agreement (i.e., from the Settlement Fund). Further, Taxes and Tax Expenses

shall be timely paid out of the Escrow Account, and Escrow Agent shall be entitled

(notwithstanding anything herein to the contrary) to withhold from distribution to Settlement

Class members any monies necessary to pay such amounts including the establishment of

adequate reserves for any Taxes and Tax Expenses and (as well as any amounts that may be

required to be withheld under Treas. Reg. §1.468B-2(l)), all as directed by the Settlement

Administrator. Notwithstanding the foregoing, Escrow Agent shall only be required to disburse

such amounts for the payment of any Taxes and to establish such reserves for Taxes upon the

receipt of timely written instructions from the Settlement Administrator with respect thereto, and

Escrow Agent shall have no liability for any failure by the Settlement Administrator to timely

provide to Escrow Agent such written instructions.

8. Resignation and Removal of Escrow Agent.

(a) Escrow Agent may resign from the performance of its duties hereunder at any

time by giving thirty (30) days prior written notice of its resignation to Class counsel and Shire

or may be removed, with or without cause, by Class counsel and Shire by furnishing thirty (30)

days prior written notice to Escrow Agent. Such resignation or removal shall take effect upon

the earlier of: (i) the appointment of a successor Escrow Agent as provided below, or (ii) entry

by the Court of an order relieving Escrow Agent of its duties and responsibilities under this

Escrow Agreement.

(b) Upon any such notice of resignation or removal, Class counsel and Shire shall

appoint a successor escrow agent hereunder (“the Successor Escrow Agent”). Upon the

Exhibit C EXHIBIT 1


8

acceptance in writing of any appointment as Successor Escrow Agent, such Successor Escrow

Agent shall thereupon succeed to and become vested with all the rights, powers, privileges, and

duties of the Escrow Agent, and the Escrow Agent shall be discharged from its duties and

obligations under this Escrow Agreement, but shall not be discharged from any liability for

actions taken as Escrow Agent hereunder before the date of such succession by the Successor

Escrow Agent.

(c) The Escrow Agent shall transmit all records pertaining to the Escrow Account and

shall transfer the Settlement Fund to the Successor Escrow Agent, after making any copies of

such records as the Escrow Agent deems advisable. Class counsel and Shire will use best efforts

to appoint a Successor Escrow Agent within thirty (30) days of receiving Escrow Agent’s written

notice of resignation. If Class counsel and Shire fail to designate a Successor Escrow Agent

within such thirty (30)-day period, Escrow Agent may, at its sole discretion, seek instructions or

appropriate relief from the Court or initiate an interpleader proceeding in the Action.

9. Conflicting Demands or Claims. In the event Escrow Agent receives or becomes aware

of conflicting demands or claims with respect to some or all of the Settlement Fund, Escrow

Agent shall have the right to hold those Settlement Funds that are the subject of such conflicting

demands or claims until such conflict is resolved. Escrow Agent shall have the further right to

commence or defend an action or proceeding for the resolution of such conflicting demands or

claims; provided, however, any such actions or proceedings commenced by Escrow Agent

against Class counsel and/or Shire shall be brought as part of the Action. In the event Escrow

Agent files a proceeding in interpleader in the Action, it shall thereupon be fully released and

discharged from all further obligations to perform any and all duties or obligations imposed upon

it by this Escrow Agreement but will nonetheless comply with any orders issued by the Court.

Exhibit C EXHIBIT 1


9

10. Liability of Escrow Agent. The duties and obligations of Escrow Agent shall be

determined by the express provisions of this Escrow Agreement and those provisions of the

Settlement Agreement applicable to Escrow Agent, and no other duties or obligations shall be

inferred or otherwise imposed upon or against Escrow Agent. Escrow Agent shall be protected

from all liability in acting upon any Written Direction, on the written instructions of the

Settlement Administrator confirmed by a Written Direction, or upon any order of the Court in the

Action. It is expressly understood that Escrow Agent is obligated only to receive, hold, and

invest the Settlement Fund as set forth in this Escrow Agreement and those provisions of the

Settlement Agreement, regardless whether such provisions are referenced herein, and to disburse

the same in accordance with this Escrow Agreement. Escrow Agent shall not be liable or

responsible to anyone for any damages, losses, or expenses, unless and only to the extent the

same shall be caused by a breach by Escrow Agent or its agents (excluding the Bank) or

employees of its duties and obligations, as are specifically set out in this Escrow Agreement or in

the Settlement Agreement (provided that, if, as a result of Escrow Agent’s mistake, any part of

the Settlement Fund is placed in the wrong account or otherwise misplaced, the relevant parts of

the Settlement Fund shall be returned or reimbursed to the Escrow Account by Escrow Agent

with the same effect as if such mistake had not occurred). The other parties agree jointly and

severally to indemnify, defend, hold harmless, pay, or reimburse Escrow Agent and its affiliates

and their respective successors, assigns, directors, agents, and employees (“the Indemnitees”)

from and against any and all losses, damages, claims, liabilities, penalties, judgments,

settlements, litigation, investigations, costs, or expenses (including, without limitation, the fees

and expenses of outside counsel and experts and their staffs and all expense of document

location, duplication, and shipment) (collectively “the Losses”), arising out of or in connection

Exhibit C EXHIBIT 1


10

with (a) Escrow Agent’s performance of this Escrow Agreement, except to the extent that such

Losses are determined by a court of competent jurisdiction through a final order to have been

caused by the gross negligence, willful misconduct, or bad faith of such Indemnitee; and (b)

Escrow Agent’s following any instructions or directions, whether joint or singular, from the

other parties received in accordance with this Escrow Agreement. The other parties hereby grant

Escrow Agent a right of set-off against the Settlement Fund for the payment of any claim for

indemnification, fees, expenses, and amounts due to Escrow Agent or an Indemnitee. This

Section shall survive the termination of this Escrow Agreement for any reason.

11. Compensation of Escrow Agent. Escrow Agent shall be entitled to reasonable

compensation, as well as reimbursement for its reasonable costs and expenses incurred in

connection with the performance of its obligations under this Escrow Agreement and the

Settlement Agreement (including, without limitation, reasonable attorneys’ fees, and legal

expenses). Huntington National Bank estimates that its annual fees are ______.

12. Reports and Accounting. Escrow Agent will provide periodic reports (at least monthly)

to Class counsel, Shire, and Shire’s counsel, reflecting income and disbursement activity in the

Escrow Account for the reporting period and year to date. Escrow Agent shall further issue a

final report and accounting that summarizes the income, expenses, and disbursements associated

with the administration of the Settlement Fund and Escrow Account and such other reports as

may reasonably be required from time to time.

13. Notices. Any and all notices, requests, consents, directives, or communications by any

party intended for any other party shall be in writing and shall, unless expressly provided

otherwise herein, be given personally, or by express courier, or by e-mail, to the following

persons, and shall be addressed as follows:

Exhibit C EXHIBIT 1


11

To Plaintiffs and the Settlement Class:

Conlee Whiteley, Esq. (Pro Hac Vice) [email protected] KANNER & WHITELEY, LLC 701 Camp Street New Orleans, Louisiana 70130 Tel: (504) 524-5777 Fax: (504) 524-5763

To Shire:

Porter F. Fleming (Pro Hac Vice) [email protected] Michael F. Brockmeyer, Esq. (Pro Hac Vice) [email protected] David A. Zwally (Pro Hac Vice) [email protected] Edgar H. Haug, Esq. (Pro Hac Vice) [email protected] FROMMER LAWRENCE & HAUG LLP 745 Fifth Avenue New York, NY 10151 Tel: (212) 588-0800 Fax: (212) 588-0500 -and- Chris Allen [email protected] Head Counsel, US Litigation & Investigations SHIRE 300 Shire Way Lexington, MA 02421

Office: 781-482-1446

To Escrow Agent:

Huntington National Bank 7 Easton Oval Columbus, OH 43219

or such other address as each party may designate for itself by like notice.

Exhibit C EXHIBIT 1


12

14. Rights to Accounts. Neither the Plaintiffs nor any Settlement Class members shall have

any right, title to, or interest in any portion of the Escrow Account or Settlement Fund except as

provided by order of the Court or as set forth in the Settlement Agreement.

15. Amendment or Waiver. This Escrow Agreement may be changed, waived, discharged, or

terminated only by a writing signed by all of the parties to this Escrow Agreement. No delay or

omission by any party in exercising any right with respect hereto or failing to require timely

performance of any obligation arising under this Escrow Agreement shall operate or be

construed as a waiver of such right or obligation. A waiver on any one occasion shall not be

construed as a bar to, or waiver of, any right or remedy on any future occasion. Escrow Agent

agrees to negotiate an amendment of this Escrow Agreement with respect to the treatment,

designation, and/or use of the Settlement Fund, including, without limitation, the tax treatment of

the Settlement Fund, should such amendment be deemed warranted by both Class counsel and

Shire.

16. Relationship to Settlement Agreement: Definitions and Construction. In the event of any

inconsistency or conflict between the terms and conditions (including definitions) of the

Settlement Agreement and this Escrow Agreement, the terms and conditions (including

definitions) of the Settlement Agreement shall control. Any ambiguities in this Escrow

Agreement shall be resolved in a manner consistent with the Settlement Agreement.

17. Governing Law. This Escrow Agreement shall be construed and interpreted in

accordance with the internal laws of the State of Florida, without giving effect to the conflict of

laws principles thereof.

18. Entire Agreement. This Escrow Agreement, together with the Exhibits hereto and the

Settlement Agreement, constitutes the entire agreement between the parties relating to the

Exhibit C EXHIBIT 1


13

holding, investment, and disbursement of the Settlement Fund and sets forth in their entirety the

obligations and duties of Escrow Agent with respect to the Settlement Fund. This Escrow

Agreement does not apply to, modify, or limit the duties and responsibilities of KCC as

Settlement Administrator under the Settlement Agreement and Preliminary Approval Order.

19. Binding Effect/Assignment. All of the terms of this Escrow Agreement, as may be

amended from time to time in accordance with the terms hereof, shall be binding upon, inure to

the benefit of, and be enforceable by the parties hereto and their respective heirs, successors, and

permitted assigns. No party may assign any of its rights or obligations under this Escrow

Agreement without the prior written consent of the other parties hereto.

20. Counterparts. This Escrow Agreement may be executed in two or more counterparts,

each of which shall be deemed an original, but all of which together shall constitute one and the

same instrument. This Escrow Agreement may be executed and delivered in counterpart

signature pages and delivered via facsimile or .pdf transmission, and any such counterpart

executed and delivered via facsimile or .pdf transmission shall be deemed an original for all

intents and purposes.

21. No Third-Party Beneficiaries. This is not a third-party-beneficiary contract. No person

or entity other than a party signing this Escrow Agreement shall have any rights under this

Escrow Agreement.

22. Severability. In the event any provision of this Escrow Agreement, or the application of

such provision to any person or set of circumstances, shall be determined to be invalid, unlawful,

or unenforceable to any extent for any reason, the remainder of this Escrow Agreement, and the

application of such provision to persons or circumstances other than those as to which it is

Exhibit C EXHIBIT 1


14

determined to be invalid, unlawful, or unenforceable, shall not be affected and shall continue to

be enforceable to the fullest extent permitted by law.

23. Headings. The headings used in this Settlement Agreement are intended for the

convenience of the reader only and shall not affect the meaning or interpretation of this


24. No Party Is the Drafter. None of the parties hereto shall be considered to be the drafter of

this Escrow Agreement or any provision hereof for the purpose of any statute, case, law, or rule

of interpretation, or construction that would or might cause any provision to be construed against

the drafter hereof.

25. Consent to Jurisdiction. Shire, Class counsel, and Escrow Agent hereby irrevocably

submit to the exclusive jurisdiction of the United States District Court for the Southern District

of Florida, for any suit, action, proceeding, or dispute arising out of or relating to this Escrow

Agreement or the applicability of this Escrow Agreement.

IN WITNESS WHEREOF, Class counsel, on behalf of the Plaintiffs, Settlement Class

members, and themselves, Shire, and Escrow Agent have each caused this Escrow Agreement to

be executed as of the date first above written.

Counsel for Plaintiffs and Counsel for the Shire Defendants the Settlement Class

/s/______________________ Conlee Whiteley, Esq. (Pro Hac Vice) [email protected] KANNER & WHITELEY, LLC 701 Camp Street New Orleans, Louisiana 70130 Tel: (504) 524-5777 Fax: (504) 524-5763 -and-

/s/ Porter F. Fleming (Pro Hac Vice) [email protected] Michael F. Brockmeyer, Esq. (Pro Hac Vice) [email protected] David A. Zwally, Esq. (Pro Hac Vice) [email protected] John F. Collins, Esq. (Pro Hac Vice) [email protected] Edgar H. Haug, Esq. (Pro Hac Vice)

Exhibit C EXHIBIT 1


15

Ruben Honik, Esq. (Pro Hac Vice) [email protected] Richard M. Golomb, Esq. (Pro Hac Vice) [email protected] Kenneth J. Grunfeld, Esq. (Pro Hac Vice) [email protected] GOLOMB & HONIK, P.C. 1515 Market Street, Suite 1100 Philadelphia, PA 19102 Tel: (215) 985-9177 Fax: (215) 985-4169 -and- Gillian L. Wade, Esq. (Pro Hac Vice) [email protected] Sara D. Avila, Esq. (Pro Hac Vice) Savila@ majfw.com MILSTEIN ADELMAN JACKSON FAIRCHILD &

WADE LLP 10250 Constellation Boulevard 14th Floor Los Angeles, CA 90067 Tel.: (310) 396-9600 Fax: (310) 396-9635 And

[email protected] David S. Shotlander (Pro Hac Vice) [email protected] FROMMER LAWRENCE & HAUG LLP 745 Fifth Avenue New York, NY 10151 Tel: (212) 588-0800 Fax: (212) 588-0500 -and- Eric C. Christu , Esq. (FL Bar No. 434647) [email protected] Daniel J. Barsky, Esq. (FL Bar No. 25713) [email protected] SHUTTS & BOWEN LLP 525 Okeechobee Boulevard, Suite 1100 West Palm Beach, FL 33401 Tel: (561) 650-8556 Fax: (561) 671-5900

Brian T. Ku, Esq. (Fla. # 610461) [email protected] Louis Mussman, Esq. (Fla # 597155) [email protected] M. Ryan Casey, Esq. (Pro Hac Vice) [email protected] KU & MUSSMAN, P.A. 12550 Biscayne Blvd., Ste. 406 Miami, Florida 33181 Tel: (305) 891-1322 Fax: (305) 891-4512

Counsel for Escrow Agent /s/ [insert name]

Exhibit C EXHIBIT 1


EXHIBIT 1

JOINT WRITTEN DIRECTION

PRACTICE ASSESSMENT SETTLEMENT ACCOUNT ACCOUNT # _______________

In accordance with the Escrow Agreement, dated April __, 2016 and the Settlement

Agreement referenced in the Escrow Agreement, Class counsel and Shire, by their respective

signatures below, direct Huntington National Bank as Escrow Agent, to take the following action

with respect to the Settlement Fund:

Escrow Agent will not request any withdrawals or distributions from any Account

without a Joint Written Direction submitted signed by at least one (1) authorized signatory of

Class counsel and Shire (each may sign a separate copy).

Class counsel’s authorized signatories for Joint Written Directions (the original signature

by at least one (1) of whom is required for any withdrawals or distributions) are as follows:

KANNER & WHITELEY, LLC

Name: Conlee Whiteley GOLOMB & HONIK, P.C.

Name: Ruben Honik

Shire’s authorized signatories for Joint Written Directors (the original signature by at

least one (1) of whom is required for any withdrawals or distributions) are as follows:

SHIRE

Name: Chris Allen

Exhibit C EXHIBIT 1


FROMMER LAWRENCE & HAUG LLP Name: Porter F. Fleming

Michael F. Brockmeyer David A. Zwally

DATED: ________________, 20__

Counsel for Plaintiffs and Counsel for the Shire Defendants the Settlement Class

/s/ Brian T. Ku, Esq. (Fla. # 610461) [email protected] Louis Mussman, Esq. (Fla # 597155) [email protected] M. Ryan Casey, Esq. (Pro Hac Vice) [email protected] KU & MUSSMAN, P.A. 6001 NW 153rd Street, Ste.100 Miami, Florida 33014 Tel: (305) 891-1322 Fax: (305) 891-4512 -and- Conlee Whiteley, Esq. (Pro Hac Vice) [email protected] KANNER & WHITELEY, LLC 701 Camp Street New Orleans, Louisiana 70130 Tel: (504) 524-5777 Fax: (504) 524-5763 -and- Ruben Honik, Esq. (Pro Hac Vice) [email protected] Richard M. Golomb, Esq. (Pro Hac Vice) [email protected] Kenneth J. Grunfeld, Esq. (Pro Hac Vice) [email protected] GOLOMB & HONIK, P.C.

/s/ Porter F. Fleming (Pro Hac Vice) [email protected] Michael F. Brockmeyer, Esq. (Pro Hac Vice) [email protected] David A. Zwally, Esq. (Pro Hac Vice) [email protected] John F. Collins, Esq. (Pro Hac Vice) [email protected] Edgar H. Haug, Esq. (Pro Hac Vice) [email protected] David S. Shotlander (Pro Hac Vice) [email protected] FROMMER LAWRENCE & HAUG LLP 745 Fifth Avenue New York, NY 10151 Tel: (212) 588-0800 Fax: (212) 588-0500 -and- Eric C. Christu , Esq. (FL Bar No. 434647) [email protected] Daniel J. Barsky, Esq. (FL Bar No. 25713) [email protected] SHUTTS & BOWEN LLP 525 Okeechobee Boulevard, Suite 1100 West Palm Beach, FL 33401 Tel: (561) 650-8556 Fax: (561) 671-5900

Exhibit C EXHIBIT 1


1515 Market Street, Suite 1100 Philadelphia, PA 19102 Tel: (215) 985-9177 Fax: (215) 985-4169 -and- Gillian L. Wade, Esq. (Pro Hac Vice) Gwade@ majfw.com Sara D. Avila, Esq. (Pro Hac Vice) Savila@ majfw.com MILSTEIN ADELMAN JACKSON FAIRCHILD &

WADE, LLP 10250 Constellation Boulevard 14th Floor Los Angeles, CA 90067 Tel.: (310) 396-9600 Fax: (310) 396-9635

Exhibit C EXHIBIT 1


Attachment 1

EXHIBIT 1


2016 KCC LLC

Proprietary and Confidential

Legal Notification Services

______________________________________________________________________

Settlement Notice Plan

Barba, et al. v. Shire US, Inc., et al.

Case No. 13-CV-21158-

United States District Court Southern District of Florida

Miami-Dade Division

Prepared: April 7, 2016

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Table of Contents

Page

Legal Notification Services 3

Our Experts 4

Relevant Case Experience 5

Expert Services 6

Media Terms 7

Media Resources 8

Program Overview 9

Notice Schedule 11

Target Analysis 12

Media Selection 14

Consumer Magazines 15

Internet Banners 16

Supplemental Notice Effort 17

Response Mechanisms 18

Notice Design Strategies 19

Draft Forms of Notice 20

Conclusion 21

Attachment 2 – C.V. Attachment 3 – Detailed Notice and Summary Notice Attachment 4 – Internet Banners Attachment 5 – Claim Form Attachment 6 – Exclusion Request Form

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Legal Notice Experts Legal Notification Services

KCC’s Legal Notice experts, Gina M. Intrepido-Bowden and Carla A. Peak, specialize in the design and

implementation of class action notice programs devised to reach class members with clear, concise, plain

language notices. With over a decade of legal notice consulting experience, Ms. Intrepido-Bowden and

Ms. Peak have been directly responsible for more than 100 effective and efficient notice programs,

including some of the largest and most complex in history, reaching class members or claimants around

the globe and providing notice in over 35 languages.

Their programs satisfy due process requirements, as well as all applicable state and federal laws.

Judges, including in published decisions, have recognized the reach calculation methodology and notice

design strategies they use. Their notices follow the principles in the Federal Judicial Center’s (FJC)

illustrative model notices, which were written and designed to embody the satisfaction of the plain

language requirements of Federal Rule of Civil Procedure 23(c)(2).

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Our Experts

Consistent with the judicial standards set forth by Daubert and Kumho and as illustrated in the FJC’s

Judges’ Class Action Notice and Claims Process Checklist and Plain Language Guide, KCC’s experts

utilize the same practices and statistical analyses that are relied upon in the advertising industry when

they design and measure the effectiveness of the notice programs they develop. Gina M. Intrepido-

Bowden and Carla A. Peak have personally designed the “Notice Plan" (Plan) and proposed notice

documents (Notice or Notices) that follow, and will directly oversee its implementation.

Gina Intrepido-Bowden

With 25 years of media research, planning and buying experience, Gina M. Intrepido-Bowden brings

substantive expertise to her role as VP, Legal Notification Services. A leading expert, she is responsible

for the design and implementation of evidence-based legal notice campaigns.

Gina has designed more than 90 judicially approved media campaigns across the United States and

Canada for antitrust, consumer and other class action matters. As a legal notice expert, she provides

Courts with the reach evidence they need to determine the adequacy of notice. In addition, she has

successfully critiqued other notice plans, causing Courts to modify programs to better meet due process

obligations.

She began her advertising career working for one of New York’s largest advertising agency media

departments. Gina is a frequent author and speaker on class notice issues including effective reach,

notice dissemination as well as noticing trends and innovations. She earned a Bachelor of Arts in

Advertising from Penn State University, graduating summa cum laude.

Carla Peak

With over a decade of industry experience, Carla A. Peak, also VP, Legal Notification Services,

specializes in the design of plain language legal notice documents to effectively address the challenges of

communicating complex information to class members in a manner that they can understand.

Carla’s notices satisfy the plain language requirements of Rule 23 and adhere to the guidelines set forth

in the Manual for Complex Litigation, Fourth and by the Federal Judicial Center (FJC), as well as

applicable state laws. She has successfully provided notice in both U.S. and international markets

including communications in more than 35 languages.

She has presented on and written numerous articles about class notification programs, the design of

effective notice documents as well as industry trends and innovations. Carla holds a Bachelor of Arts in

Sociology from Temple University, graduating cum laude.

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Relevant Case Experience1

Our experts have designed and implemented numerous notice programs targeting consumer Class

members, for example:

Honorable Mitchell D. Dembin, Lermin v. Schiff Nutrition International, Inc., (November 3, 2015) No. 3:11-CV-01056 (S.D. Cal.):

According to Ms. Intrepido-Bowen, between June 29, 2015, and August 2, 2015, consumer publications are estimated to have reached 53.9% of likely Class Members and internet publications are estimated to have reached 58.9% of likely Class Members…The Court finds this notice (i) constituted the best notice practicable under the circumstances, (ii) constituted notice that was reasonably calculated, under the circumstances, to apprise the putative Class Members of the pendency of the action, and of their right to object and to appear at the Final Approval Hearing or to exclude themselves from the Settlement, (iii) was reasonable and constituted due, adequate, and sufficient notice to all persons entitled to be provided with notice, and (iv) fully complied with due process principles and Federal Rule of Civil Procedure 23.

Honorable Sara I. Ellis, Thomas v. Lennox Industries Inc., (July 9, 2015) No. 1:13-CV-07747 (N.D. Ill.):

The Court approves the form and content of the Long-Form Notice, Summary Notice, Postcard Notice, Dealer Notice, and Internet Banners (the “Notices”) attached as Exhibits A-1, A-2, A-3, A-4 and A-5 respectively to the Settlement Agreement. The Court finds that the Notice Plan, included in the Settlement Agreement and the Declaration of Gina M. Intrepido-Bowden on Settlement Notice Plan and Notice Documents, constitutes the best practicable notice under the circumstances as well as valid, due and sufficient notice to all persons entitled thereto, and that the Notice Plan complies fully with the requirements of Federal Rule of Civil Procedure 23 and provides Settlement Class Members due process under the United States Constitution.

Honorable David O. Carter, Cobb v. BSH Home Appliances Corp. (December 29, 2014) No. 8:10-CV-0711 (C.D. Cal.): The Notice Program complies with Rule 23(c)(2)(B) because it constitutes the best notice practicable under the circumstances, provides individual notice to all Class Members who can be identified through reasonable effort, and is reasonably calculated under the circumstances to apprise the Class Members of the nature of the action, the claims it asserts, the Class definition, the Settlement terms, the right to appear through an attorney, the right to opt out of the Class or to comment on or object to the Settlement (and how to do so), and the binding effect of a final judgment upon Class Members who do not opt out..

See Attachment 2 for additional recognition and example cases.

1 Includes work performed by our experts when employed at other firms.

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Expert Services

Our Legal Notification Services include:

Pre-Settlement Consulting

Review and advise clients of any potential obstacles relative to class definition or legal notification

processes

Develop a noticing plan strategy

Provide judicial decisions that are relevant to the case or terms of the settlement

Demographic Analysis

Define the target audience through research and analysis of class demographics

Identify the geographic location of potential class members giving specific consideration to the

class period

Research class member media usage to define the communication channels that will be most

effective

Notice Programs

Create custom notice programs that incorporate media such as newspapers, magazines, trade

journals, radio, television, social media and the internet to meet due process requirements

Develop press releases, social media enhancements, and broadcast public service

announcements (PSAs), as needed

Track media activity to verify the adequacy of placements

Plain Language Communication

Consider audience’s level of understanding and devise communications strategy accordingly

Design, draft and distribute plain-language notices that capture attention and are easily

understood by class members

Incorporate response mechanisms, such as a toll-free number, case website address, and/or QR

code into notice documents

Expert Testimony

Provide defensible opinions and testimony from subject-matter experts to verify the effectiveness

of notice programs

Supply proof of performance for each notice served, as required by the Courts

Provide evidence and judicial decisions to overcome objections

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Media Terms

The following provides the meaning of media terms highlighted throughout the Notice Plan:

Audience: Net number of persons or different persons exposed to a media vehicle. It is larger than a

publication’s circulation because it includes pass-along readers who may obtain the publication second

hand (e.g., from a reception room, neighbor, friend).

Circulation: Total number of publication copies sold through all channels of distribution (e.g.,

subscriptions, newsstand, bulk).

Frequency: Estimated average number of times a population group is exposed to a media vehicle or

combination of media vehicles containing a notice within a given period of time.

Impressions or Exposures: Total number of opportunities to be exposed to a media vehicle or

combination of media vehicles containing a notice. It is a gross or cumulative number that may include

the same person more than once. Impressions can exceed the population size.

Reach or Coverage: Net percentage of a specific population group exposed to a media vehicle or a

combination of media vehicles containing a notice at least once within a given period of time. Reach

factors out duplication, representing the total different/net persons.

Selectivity Index: Shows the concentration of a specific population group relative to the general adult

population. For example, a publication selectivity index of 175 among men indicates that the publication’s

readers are 75% more likely to be men as compared to the general adult population.

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Media Resources

The resources we use to quantify our plan approach include the same resources used by media

professionals to guide the billions of dollars of advertising we see today:

Alliance for Audited Media (AAM)

AAM is a nonprofit organization that connects North America's leading media companies, advertisers and

ad agencies. Founded in 1914 as the Audit Bureau of Circulations, the AAM is the preeminent source of

cross-media verification and information services, providing standards, audit services and data critical to

the advertising industry. The organization independently verifies print and digital circulation, mobile apps,

website analytics, social media, technology platforms and audience information for newspapers,

magazines and digital media companies in the U.S. and Canada.

GfK Mediamark Research & Intelligence, LLC (MRI)

MRI is a nationally accredited research firm that provides consumer demographics, product and brand

usage, and audience/exposure in all forms of advertising media. Established in 1979, MRI measures the

usage of nearly 6,000 product and service brands across 550 categories, along with the readership of

hundreds of magazines and newspapers, internet usage, television viewership, national and local radio

listening, yellow page usage, and out-of-home exposure. Based on a yearly face-to-face interview of

26,000 consumers in their homes, MRI’s Survey of the American Consumer™ is the primary source of

audience data for the U.S. consumer magazine industry and the most comprehensive and reliable source

of multi-media audience data available.

Telmar

Telmar is the world-leading supplier of computer based advertising media information services. Its

software provides for survey analysis, data integration, media planning and optimization. With over 5,000

users in 85 countries, Telmar’s clients include many of the world’s leading advertising agencies,

publishers, broadcasters and advertisers.

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Program Overview

Objective

To design a notice program that will effectively reach Class members and capture their attention with

notices communicated in clear, concise, plain language. The FJC’s Judges’ Class Action Notice and

Claims Process Checklist and Plain Language Guide considers 70-95% reach among class members

reasonable.

Class Definition

The Class (or Class members) consists of all persons who, for personal or household use, purchased or

paid for some or all of the purchase price for branded Adderall XR® from January 1, 2007 through the

date the Court enters an order granting Preliminary Approval of the Settlement (“the Claims Period”) in

the District of Columbia and the following states (collectively “the Territory”):

Alabama, Arizona, California, Delaware, Florida, Georgia, Idaho, Illinois, Iowa, Kansas,

Maine, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska,

Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, North

Dakota, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee,

Utah, Vermont, West Virginia, and Wisconsin.

Excluded from the Settlement Class are:

(i) third party payors; (ii) persons and entities who purchased directly from Shire; (iii)

persons and entities who purchased only for resale purposes; (iv) “Flat co-pay” or

“Cadillac Plan” customers who only made fixed dollar-amount co-payments that do not

vary between Adderall XR® and its generic equivalents; (v) patients with insurance

coverage that provided for a flat-rate co-pay provision; (vi) governmental entities; (vii)

Shire, its officers, directors, affiliates, legal representatives, employees, predecessors,

successors, subsidiaries, affiliates and assigns, and entities in which Shire has a

controlling interest; and (viii) the judges, justices, magistrates, or judicial officers presiding

over this matter.

Case Analysis

The following known factors were considered when determining our recommendation:

1. Because the Defendants do not sell Adderall XR® directly to indirect purchaser consumers, Shire

does not possess Class member contact information and Class member contact information

cannot be otherwise obtained through reasonable efforts for giving Class Notice; therefore, Class

members must be reached through a consumer media campaign.

2. Given that (1) the class period dates back to 2007 and Class members may now reside outside of

the Territory and (2) Adderall XR® may have been purchased online or via a mail order

prescription plan by someone outside of the Territory, a nationwide notice effort is recommended.

3. Effective reach and notice content is vital to convey the importance of the information affecting

Class members’ rights, as well as to withstand challenge and collateral review.

Target Audience

Specifically, Adderall XR® is not measured by MRI; therefore, to verify the notice program’s effectiveness,

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MRI data was studied among all U.S. adults who have personally used any form of Adderall (i.e. Adderall

XR® and/or Adderall

® (instant release product)) in the last twelve months (“Adderall Users”), because this

broad, over inclusive target group best represents the Class.

Strategies

The Notice Program utilizes a combination of notice placements in well-read consumer magazines and on

a variety of websites to reach the Class. These efforts will be supplemented by online and e-newsletter

notice placements with ADDitude, a magazine dedicated to helping children and adults with attention

deficit disorder and learning disabilities lead successful lives.

Plan Delivery

The Notice Program is expected to reach 71.9% of likely Class members on average 1.7 times each via

the consumer magazine and internet notice efforts alone. This reach and frequency of exposure will be

further enhanced by the supplemental notice effort provided by ADDitude.

Notice Design

The Notices are designed to provide a clear, concise, plain language statement of Class members’ legal

rights and options. To ease response, the toll-free number and website address are provided in all printed

notice documents. The case website is accessible through an embedded link in the e-newsletter and

internet banner notices. The ad units are adequately sized to attract attention to the notice:

Half-page units in standard sized publications

Standard leaderboard (728x90 pixels), medium rectangle (300x250 pixels), and wide skyscraper

(160x600 pixels) banner notices

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Notice Schedule

The notice schedule is based on receiving media funding and final ad approval by June 14, 2016, thereby allowing an exclusion and objection

deadline of September 29, 2016 or later (i.e., at least 30 days from the last notice appearance).

Notice Tactic Issued

Week of

6/27

Week of

7/4

Week of

7/11

Week of

7/18

Week of

7/25

Week of

8/1

Week of

8/8

Week of

8/15

Week of

8/22

Week of

8/29

Better Homes & Gardens Monthly 8/16

National Geographic Monthly 8/30

People Weekly 7/15 7/29

Internet Banner Notices Monthly

ADDitude e-Newsletter Weekly 7/8

ADDitude.com Monthly

Case Website Constant

Blocks indicate when readers first receive publications (the on-sale date, not the issue/cover date). All media subject to change based on availability at the time of placement.

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Target Analysis

Knowing the characteristics, interests, and habits of a target group aids in the media selection process.

Demographic Highlights

Demographic highlights of Adderall Users include the following:

92.3% speak English most often;

91.5% live in a Metropolitan CBSA;2

90.3% have graduated from high school and 62.8% have attended college or beyond;

88.4% live in a household consisting of two or more people, 67.7% live in a household consisting

of two to four people, and 62.5% live in a household consisting of three or more people;

83.4% are 18-54 years of age and 76.0% are 18-49 years of age;

82.0% are white;

75.8% live in County Size A or B, with 39.7% living in County Size B;3

72.2% have a household income of $30,000 or more, 64.55 have a household income of $40,000

or more, and 58.2% have a household income of $50,000 or more; and

55.6% own a home.

Compared to the general adult population, Adderall Users are:

67.5% more likely to be 18-24 years of age, 67.4% more likely to be 25-34 years of age, and

35.6% more likely to be 18-49 years of age;

64.9% more likely to have never married;

35.4% more likely to rent their home;

33.8% more likely to live in the South Census Region and 16.8% more likely to live in the Midwest

Census Region;

33.5% more likely to live in County Size B;

28.3% more likely to have lived at their current address for less than one year and 23.8% more

likely to have lived at their current address for one to four years;

2 Core Based Statistical Areas (CBSAs) consist of the county or counties or equivalent entities associated with at least one core (urbanized area or urban cluster) of at least 10,000 population, plus adjacent counties having a high degree of social and economic integration with the core as measured through commuting ties with the counties associated with the core. The general concept of a CBSA is that of a core area containing a substantial population nucleus, together with adjacent communities having a high degree of economic and social integration with that core. CBSAs are defined by the U.S. Office of Management and Budget to provide a nationally consistent set of geographic entities for the United States and Puerto Rico for use in tabulating and presenting statistical data. Metropolitan Statistical Areas are CBSAs associated with at least one urbanized area that has a population of at least 50,000. The metropolitan statistical area comprises the central county or counties or equivalent entities containing the core, plus adjacent outlying counties having a high degree of social and economic integration with the central county or counties as measured through commuting. Micropolitan Statistical Areas are CBSAs associated with at least one urban cluster that has a population of at least 10,000 but less than 50,000. The micropolitan statistical area comprises the central county or counties or equivalent entities containing the core, plus adjacent outlying counties having a high degree of social and economic integration with the central county or counties as measured through commuting. 3 Nielsen County Size classifications are based on Census household counts and metropolitan proximity. “A” counties are highly urbanized areas and belong to the 21 largest Metropolitan Statistical Areas. The combined counties contain 40% of United States households. “B” counties are counties not defined as A counties that have more than 85,000 households. The combined counties contain 30% of United States households. “C” counties are counties not defined as A or B counties that have more than 20,000 households or are in Consolidated Metropolitan Areas or Metropolitan Statistical Areas with more than 20,000 households. The combined counties contain 15% of United States households. “D” counties are all counties not classified as A, B, or C counties. They are considered very rural. The combined counties contain 15% of United States households.

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26.1% more likely to have attended college;

21.9% more likely to live in a household consisting of five or more people and 12.2% more likely

to live in a household consisting of three or four people;

16.7% more likely to be parents;

10.1% more likely to be working part time;

8.9% more likely to be white;

8.3% more likely to live in a Metropolitan CBSA;

7.4% more likely to have a household income of $150,000 or more;

6.1% more likely to be employed in management/business/finance operations;

5.9% more likely to own a home valued between $100,000-$199,999; and

5.1% more likely to be men.

Source: 2015 MRI Doublebase Study

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Media Selection

To create the optimal notice program, we evaluated the strengths and weaknesses of the various media,

as well as their reach and frequency potential, composition, format/content and efficiencies. Our

recommended media mix provides:

Broad national coverage into the largest cities as well as the smallest towns throughout the

nation;

A large percentage of likely Class members to be reached via the measurable paid media;

Repeat notice exposures as a result of the overlapping media audiences;

A written summary of key information that may be easily referred to or passed on to others as a

result of placements in some of the largest and most well-read publications in the country;

A direct link to the case website through the e-newsletter and internet banner notices; and

Easy access to the notice documents through an established case website.

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Consumer Magazines

Consumer Magazine Issuance Notice Size # of Insertions

Better Homes & Gardens Monthly Half page 1

National Geographic Monthly Half page 1

People Weekly Half page 2

TOTAL 4

The following provides details for each of the recommended consumer magazines:

Circulation: 7,624,910

Adult Audience: 38,293,000

Monthly magazine focuses on home decorating and gardening, as well as food and entertainment

and personal and family well being

Reaches 16.9% of Adderall Users

Readers are 5.0% more likely to be Adderall Users, as compared to the general adult population

Extends reach among middle-aged females and homemakers



Monthly magazine with editorial focusing on culture, nature, geography, ecology, science and

technology and encompassing people and places of the world


Extends reach among affluent, educated adults



Weekly entertainment magazine featuring celebrity news, biographies and gossip


Readers are 25.0% more likely to be Adderall Users, as compared to the general adult population

Provides a large number of pass along readers

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Internet Banners

Internet usage is heavy among Adderall Users—in fact, 81.3% of Adderall Users have access to the

internet at home using a computer and 85.9% have looked at or used the internet in the last 30 days.

Compared to the general adult population, Adderall Users are 3.2% more likely to have access to the

internet from home using a computer and 3.3% more likely to have looked at or used the internet in the

last 30 days. Therefore, to further extend reach among the Class, we recommend purchasing 60 million

unique impressions over a one-month period. The impressions will be targeted to adults 18 to 49 years of

age (“Adults 18-49”) and will include an embedded link to the case website. Banner notices will appear on

general Run of Network (RON) sites.

Sample RON sites may include:

L

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http://www.bing.com/images/search?q=hgtv.com&FORM=HDRSC2#view=detail&id=5CACCF5C0665B9A503D2FA55C7C1E1030269E924&selectedIndex=237

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Supplemental Notice Effort

To further extend reach among likely Class members, we recommend placing banner notices in

ADDitude’s weekly e-newsletter and for one month on its website. ADDitude’s e-newsletter is distributed

to 250,000 opt-in email addresses every Friday. It is distributed to both adults with Attention Deficit

Hyperactivity Disorder (“ADHD”) as well as caregivers of children with ADHD. The website,

www.additudemag.com, receives more than 1.1 million unique visitors per month. Our banners would

deliver approximately 175,000 impressions over a one-month period. Both the e-newsletter and banner

notices will include an embedded link to the case website.

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Response Mechanisms

Case Website

Provides an easy remember domain, such as www.AdderallXRSettlement.com

Allows Class members the ability to obtain additional information and documents including the

Detailed Notice, Summary Notice, Settlement Agreement, Complaint, and any other information

that the parties may agree to provide or that the Court may require, as well as file a claim online

Prominently displayed in all printed notice materials and accessible through a hyperlink

embedded in the e-newsletter and internet banner notices

Toll-Free Telephone Support

Provides a simple way for Class members to obtain additional information about the settlement

Allows Class members the opportunity to learn more about the case in the form of frequently

asked questions and answers

Allows Class members to request to have more information mailed directly to them

Prominently displayed in all printed notice materials

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Notice Design Strategies

The design and content of all of the notice materials are consistent with the FJC’s “illustrative” forms of

model plain language notices, available at www.fjc.gov.

Summary Notice

Bold headline captures attention and speaks directly to Class members, alerting them that they

should read the Notice and why it is important

Prominent notice size promotes attention, readership, and comprehension

Legal significance is highlighted to ensure readers that the communication carries legitimate

information from the court and not commercial advertising

Concise plain language without “legalese” enhances comprehension

Content includes all critical information in simple format

Toll-free number and case website invite response, allowing Class members the opportunity to

obtain additional information

Detailed Notice

Prominent “Your Rights and Options” table on first page immediately informs readers of their

rights and options in the case

Table of Contents and question and answer format allow Class members to easily locate

information

Bold headline captures attention and speaks directly to Class members, alerting them that they

should read the Notice and why it is important

Concise plain language without “legalese” enhances comprehension

Provides more detailed information than that of a Summary Notice

Content includes all essential information in simple format

Toll-free number and case website invite response, allowing Class members the opportunity to

obtain additional information

E-Newsletter and Internet Banner Notices

Simple rotating message alerts Class members about the settlement An embedded link allows immediate access to the case website

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http://www.fjc.gov/

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Draft Forms of Notice

Attachment 3 contains the draft forms of the following notice documents:

The Detailed Notice that will be mailed to all known Class members that can be reasonably

identified, those who call the toll-free number to request one, as well as made available at the

website.

The Summary Notice as it will appear in the publications identified in this Notice Plan.

Attachment 4 contains the draft forms of the Internet Banners that will be posted on a variety of web

properties, including ADDitudes’s e-newsletter and website.

Attachment 5 contains the draft Claim Form that will be made available to Class members.

Attachment 6 contains the draft Exclusion Request Form that will be made available to Class

members.

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Conclusion

Our recommended Notice Plan:

Was designed by experts who are trained and experienced in their specific area of expertise

Is consistent with other effective settlement notice programs

Is consistent with the “desire to actually inform” due process communications standard of Mullane

Provides the best notice practicable

Meets due process requirements

Provides the same reach and frequency evidence that Courts have approved, is recommended

by the FJC, and that has withstood appellate scrutiny, other expert critiques, as well as collateral

review

Leaves no holes or vulnerabilities that would leave the parties open to challenge

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Attachment 2

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___________________________________________________________________________

KCC’s Legal Notification Services team provides expert legal notice services in class action, mass tort and bankruptcy settings. We specialize in the design and implementation of notice programs with plain language notices; expert opinions and testimony on the adequacy of notice; and critiques of other notice programs and notices. With over a decade of experience, our legal noticing team has been involved in more than a hundred effective and efficient notice programs reaching class members and claimants in almost every country, dependency and territory in the world, and providing notice in over 35 languages. Our programs satisfy due process requirements, as well as all applicable state and federal laws. Some case examples our experts have been involved with include:

Shames v. The Hertz Corporation, No. 3:07-cv-02174 (S.D. Cal.) A national antitrust settlement involving several million class members who rented vehicles from a variety of car rental companies.

In Re: Uponor, Inc., F1807 Plumbing Fittings Products Liability Litigation, No. 11-MD-2247 (D. Minn.) A national products liability settlement providing reimbursement, repair and replacement of affected plumbing components.

In re Trans Union Corp. Privacy Litigation, MDL No. 1350 (N.D. Ill.) Perhaps the largest discretionary class action notice campaign involving virtually every adult in the United States and informing them about their rights in the $75 million data breach settlement.

In re TJX Companies, Inc., Customer Data Security Breach Litigation, MDL No. 1838 (D. Mass.) One of the largest U.S. and Canadian retail consumer security breach notice programs.

Grays Harbor Adventist Christian School v. Carrier Corp., No. 05-05437 (W.D. Wash.), Donnelly v. United Technologies Corp. No. 06-CV-320045CP (Ont. S.C.J.) and Wener v. United Technologies Corp. 500-06-000425-088 (QC. Super. Ct.) Product liability class action settlements involving secondary heat exchangers in high efficiency gas furnaces, affecting class members throughout the U.S. and Canada.

In re Residential Schools Litigation, No. 00-CV-192059 (Ont. S.C.J.) The largest and most complex class action in Canadian history incorporating a groundbreaking notice program to disparate, remote aboriginal persons qualified to receive benefits in the multi-billion dollar settlement.

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Our Experts

Gina M. Intrepido-Bowden

With 25 years of media research, planning and buying experience, Gina M. Intrepido-Bowden brings substantive expertise to her role as VP, Legal Notification Services. A leading expert, she is responsible for the design and implementation of evidence-based legal notice campaigns.

Gina has designed more than 85 judicially approved media campaigns across the United States and Canada for antitrust, consumer and other class action matters. As a legal notice expert, she provides Courts with the reach evidence they need to determine the adequacy of notice. In addition, she has successfully critiqued other notice plans, causing Courts to modify programs to better meet due process obligations.

She began her advertising career working for one of New York’s largest advertising agency media departments. Gina is a frequent author and speaker on class notice issues including effective reach, notice dissemination as well as noticing trends and innovations. She earned a Bachelor of Arts in Advertising from Penn State University, graduating summa cum laude. Gina can be reached at [email protected].

Carla A. Peak

With over a decade of industry experience, Carla A. Peak, also VP, Legal Notification Services, specializes in the design of plain language legal notice documents to effectively address the challenges of communicating complex information to class members in a manner that they can understand.

Carla’s notices satisfy the plain language requirements of Rule 23 and adhere to the guidelines set forth in the Manual for Complex Litigation, Fourth and by the Federal Judicial Center (FJC), as well as applicable state laws. She has successfully provided notice in both U.S. and international markets including communications in more than 35 languages.

She has presented on and written numerous articles about class notification programs, the design of effective notice documents as well as industry trends and innovations. Carla holds a Bachelor of Arts in Sociology from Temple University, graduating cum laude. Carla can be reached at [email protected].

Judicial Recognition

Following are some judicial comments recognizing the work of our expert(s): Judge Mary M. Rowland, In re: Sears, Roebuck and Co. Front-Loader Washer Products Liability Litig., (February 29, 2016) No. 1:06-cv-07023 (N.D. Ill.):

The Court concludes that, under the circumstances of this case, the Settlement Administrator’s notice program was the “best notice that is practicable,” Fed. R. Civ. P. 23(c)(2)(B), and was “reasonably calculated to reach interested parties,” Mullane v. Central Hanover Bank & Trust Co., 339 U.S. 306, 318 (1950). Further, notice was sent to the appropriate federal and state officials, as required under the Class Action Fairness Act, 28 U.S.C. §1715.

Honorable Lynn Adelman, Fond Du Lac Bumper Exchange, Inc. v. Jui Li Enterprises Insurance Co., (Indirect Purchaser–Tong Yang & Gordon Settlements), (January 14, 2016) No. 2:09-CV-00852 (E.D. Wis.):

The form, content, and methods of dissemination of Notice of the Settlements to the Settlement Class were reasonable, adequate, and constitute the best notice practicable under the circumstances. The Notice, as given, provided valid, due, and sufficient notice of the Settlements, the terms and conditions set forth in the

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Settlements, and these proceedings to all persons and entities entitled to such notice, and said notice fully satisfied the requirements of Rule 23 of the Federal Rules of Civil Procedure and due process requirements.

Judge Curtis L. Collier, In re: Skelaxin (Metaxalone) Antitrust Litigation, (December 22, 2015) No. 1:12-md-2343 (E.D. Tenn.):

The Class Notice met statutory requirements of notice under the circumstances, and fully satisfied the requirements of Federal Rule of Civil Procedure 23 and the requirement process.

Honorable Mitchell D. Dembin, Lermin v. Schiff Nutrition International, Inc., (November 3, 2015) No. 3:11-CV-01056 (S.D. Cal.):

According to Ms. Intrepido-Bowen, between June 29, 2015, and August 2, 2015, consumer publications are estimated to have reached 53.9% of likely Class Members and internet publications are estimated to have reached 58.9% of likely Class Members…The Court finds this notice (i) constituted the best notice practicable under the circumstances, (ii) constituted notice that was reasonably calculated, under the circumstances, to apprise the putative Class Members of the pendency of the action, and of their right to object and to appear at the Final Approval Hearing or to exclude themselves from the Settlement, (iii) was reasonable and constituted due, adequate, and sufficient notice to all persons entitled to be provided with notice, and (iv) fully complied with due process principles and Federal Rule of Civil Procedure 23.

Honorable Lynn Adelman, Fond Du Lac Bumper Exchange, Inc. v. Jui Li Enterprises Insurance Co., (Direct Purchaser–Tong Yang & Gordon Settlements), (August 13, 2015) No. 2:09-CV-00852 (E.D. Wis.):

The Court further finds that the Notice Plan, previously approved by the Court (See ECF Nos. 619 & 641) and as executed by the Court-appointed Claims Administrator, KCC, as set forth in the Declaration of Carla A. Peak on Implementation and Overall Adequacy of Combined Settlement Notice Plan (“Peak Declaration”) is the best notice practicable under the circumstances; is valid, due and sufficient notice to all Settlement Class Members; and complied fully with the requirements of Federal Rule of Civil Procedure 23 and the due process requirements of the Constitution of the United States. The Court further finds that the forms of Notice (Peak Declaration Exhibits 1 and 2) are written in plain language, use simple terminology, and are designed to be readily understandable and noticeable by Settlement Class Members.

Honorable Lynn Adelman, Fond Du Lac Bumper Exchange, Inc. v. Jui Li Enterprises Insurance Co., (Indirect Purchaser–Gordon Settlement), (August 4, 2015) No. 2:09-CV-00852 (E.D. Wis.):

The Court approves the Notice Program set forth in the Declaration of Carla A. Peak. The Court approves as to form and content the Postcard Notice, Summary Publication Notice, and Detailed Notice in the forms attached as Exhibits 2–4, respectively, to the Declaration of Carla A. Peak. The Court further finds that the mailing and publication of Notice in the manner set forth in the Notice Program is the best notice practicable under the circumstances; is valid, due and sufficient notice to all Settlement Class members; and complies fully with the requirements of Federal Rule of Civil Procedure 23 and the due process requirements of the Constitution of the United States. The Court further finds that the forms of Notice are written in plain language, use simple terminology, and are designed to be readily understandable by Settlement Class members.

Honorable Sara I. Ellis, Thomas v. Lennox Industries Inc., (July 9, 2015) No. 1:13-CV-07747

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(N.D. Ill.):

The Court approves the form and content of the Long-Form Notice, Summary Notice, Postcard Notice, Dealer Notice, and Internet Banners (the “Notices”) attached as Exhibits A-1, A-2, A-3, A-4 and A-5 respectively to the Settlement Agreement. The Court finds that the Notice Plan, included in the Settlement Agreement and the Declaration of Gina M. Intrepido-Bowden on Settlement Notice Plan and Notice Documents, constitutes the best practicable notice under the circumstances as well as valid, due and sufficient notice to all persons entitled thereto, and that the Notice Plan complies fully with the requirements of Federal Rule of Civil Procedure 23 and provides Settlement Class Members due process under the United States Constitution.

Honorable Lynn Adelman, Fond du Lac Bumper Exchange, Inc. v. Jui Li Enterprise Co., Ltd. (Indirect Purchaser–Tong Yang Settlement), (May 29, 2015) No. 2:09-CV-00852 (E.D. Wis.):

The Court approves the Notice Program set forth in the Declaration of Carla A. Peak. The Court approves as to form and content the Postcard Notice, Summary Publication Notice, and Detailed Notice in the forms attached as Exhibits 2–4, respectively, to the Declaration of Carla A. Peak. The Court further finds that the mailing and publication of Notice in the manner set forth in the Notice Program is the best notice practicable under the circumstances; is valid, due and sufficient notice to all Settlement Class members; and complies fully with the requirements of Federal Rule of Civil Procedure 23 and the due process requirements of the Constitution of the United States. The Court further finds that the forms of Notice are written in plain language, use simple terminology, and are designed to be readily understandable by Settlement Class members.

Honorable Mitchell D. Dembin, Lerma v. Schiff Nutrition International, Inc., (May 25, 2015) No. 11-CV-01056 (S.D. Cal.):

The parties are to notify the Settlement Class in accordance with the Notice Program outlined in the Second Supplemental Declaration of Gina M. Intrepido-Bowden on Settlement Notice Program.

Honorable Lynn Adelman, Fond du Lac Bumper Exchange, Inc. v. Jui Li Enterprise Co., Ltd. (Direct Purchaser–Gordon Settlement), (May 5, 2015) No. 2:09-CV-00852 (E.D. Wis.):

The Court approves the forms of the Notice of proposed class action settlement attached to the Declaration of Carla Peak (“Peak Decl.”) at Exhibit 1 (Long-Form Notice and Summary/Publication Notice). The Court further finds that the mailing and publication of the Notice in the manner set forth below and in the Peak Decl. is the best notice practicable under the circumstances; is valid, due and sufficient notice to all Settlement Class members; and complies fully with the requirements of Federal Rule of Civil Procedure 23 and the due process requirements of the Constitution of the United States. The Court further finds that the forms of Notice are written in plain language, use simple terminology, and are designed to be readily understandable by Settlement Class Members. The Notice Program set forth herein is substantially similar to the one set forth in the Court’s April 24, 2015 Order regarding notice of the Tong Yang Settlement (ECF. No. 619) and combines the Notice for the Tong Yang Settlement with that of the Gordon Settlement into a comprehensive Notice Program. To the extent differences exist between the two, the Notice Program set forth and approved herein shall prevail over that found in the April 24, 2015 Order.

Honorable José L. Linares, Demmick v. Cellco Partnership, (May 1, 2015) No. 2:06-CV-2163 (D. N.J.):

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The Notice Plan, which this Court has already approved, was timely and properly executed and that it provided the best notice practicable, as required by Federal Rule of Civil Procedure 23, and met the “desire to actually inform” due process communications standard of Mullane v. Central Hanover Bank & Trust Co., 339 U.S. 306 (1950)… The Court thus affirms its finding and conclusion in the November 19, 2014 Preliminary Approval Order that the notice in this case meets the requirements of the Federal Rules of Civil Procedure and the Due Process Clause of the United States and/or any other applicable law. All objections submitted which make mention of notice have been considered and, in light of the above, overruled.

Honorable Lynn Adelman, Fond du Lac Bumper Exchange, Inc. v. Jui Li Enterprise Co., Ltd. (Direct Purchaser–Tong Yang Settlement), (April 4, 2015) No. 2:09-CV-00852 (E.D. Wis.):

The Court approves the forms of the Notice of proposed class action settlement attached to the Declaration of Carla A. Peak (“Peak Decl.”) as Exhibit 2 (Long-Form Notice and Summary/Publication Notice). The Court further finds that the mailing and publication of the Notice in the manner set forth below and in the Peak Decl. is the best notice practicable under the circumstances; is valid, due and sufficient notice to all Settlement Class Members; and complies fully with the requirements of Federal Rule of Civil Procedure 23 and the due process requirements of the Constitution of the United States. The Court further finds that the forms of Notice are written in plain language, use simple terminology, and are designed to be readily understandable by Settlement Class Members.

Honorable Rhonda A. Isiran Nishimura, Charles v. Haskeo Homes, Inc., (February 24, 2015) No. 09-1-1932-08 (Cir. Ct. Hawai’i):

The Court approves, as to form and content, the Hurricane Straps Class Notice and the Hurricane Straps Repose Subclass Notice, and the Notice Plan that are attached as Exhibits 8-9 to the Declaration of Graham B. LippSmith ("LippSmith Dec.") and in the Declaration of Carla Peak…The Court finds that the Hurricane Straps Class Notice, the Hurricane Straps Repose Subclass Notice, and the Notice Plan will fully and accurately inform the potential Hurricane Straps Class Members and Hurricane Straps Repose Subclass Members of all material elements of the proposed Settlement, of their right to be excluded from the Hurricane Straps Class or Hurricane Straps Repose Subclass, and of each Hurricane Straps Class Member's or Hurricane Straps Repose Subclass Member's right and opportunity to object to the proposed Settlement. The Court further finds that the mailing and distribution of the Hurricane Straps Class Notice and the Hurricane Straps Repose Subclass Notice will (i) meet the requirements of the laws of the State of Hawai'i (including Haw. R. Civ. P. 23), the United States Constitution (including the Due Process Clause), the Rules of the Court, and any other applicable law, (ii) constitute the best notice practicable under the circumstances, and (iii) constitute due and sufficient notice to all potential Hurricane Straps Class Members and Hurricane Straps Repose Subclass Members.

Honorable Gary W.B. Chang, Kai v. Haskeo Homes, Inc., (February 15, 2015) No. 09-1-2834-12 (Cir. Ct. Hawai’i):

The Court approves, as to form and content, the PEX Class Notice and Notice Plan attached as Exhibit 10 to the Declaration of Graham B. LippSmith ("LippSmith Dec.") and in the Declaration of Carla Peak. The Court finds that the PEX Class Notice and the Notice Plan will fully and accurately inform the potential PEX Class Members of all material elements of the proposed Settlement, of their right to be excluded from the PEX Class, and of each PEX Class Member's right and opportunity to object to the proposed Settlement. The Court further finds that the mailing and distribution of the PEX Class Notice

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substantially in the manner and form set forth in this Order will (i) meet the requirements of the laws of the State of Hawai'i (including Haw. R. Civ. P. 23), the United States Constitution (including the Due Process Clause), the Rules of the Court, and any other applicable law, (ii) constitute the best notice practicable under the circumstances, and (iii) constitute due and sufficient notice to all potential Class Members.

Honorable David O. Carter, Cobb v. BSH Home Appliances Corp., (December 29, 2014) No. 8:10-CV-0711 (C.D. Cal.):

The Notice Program complies with Rule 23(c)(2)(B) because it constitutes the best notice practicable under the circumstances, provides individual notice to all Class Members who can be identified through reasonable effort, and is reasonably calculated under the circumstances to apprise the Class Members of the nature of the action, the claims it asserts, the Class definition, the Settlement terms, the right to appear through an attorney, the right to opt out of the Class or to comment on or object to the Settlement (and how to do so), and the binding effect of a final judgment upon Class Members who do not opt out.

Honorable José L. Linares, Demmick v. Cellco Partnership, (November 19, 2014) No. 2:06-CV-2163 (D. N.J.):

The Court finds that the Parties’ plan for providing Notice to the Settlement Classes as described in Article V of the Settlement Agreement and as detailed in the Settlement Notice Plan attached to the Declaration of Gina M. Intrepido-Bowden: (a) constitutes the best notice practicable under the circumstances of this Action; (b) constitutes due and sufficient notice to the Settlement Classes of the pendency of the Action, certification of the Settlement Classes, the terms of the Settlement Agreement, and the Final Approval Hearing; and (c) complies fully with the requirements of the Federal Rules of Civil Procedure, the United States Constitution, and any other applicable law. The Court further finds that the Parties’ plan for providing Notice to the Settlement Classes as described in Article V of the Settlement Agreement and as detailed in the Settlement Notice Plan attached to the Declaration of Gina M. Intrepido-Bowden, will adequately inform members of the Settlement Classes of their right to exclude themselves from the Settlement Classes so as to not be bound by the Settlement Agreement.

Honorable Christina A. Snyder, Roberts v. Electrolux Home Products, Inc., (September 11, 2014) No. 8:12-CV-01644 (C.D. Cal.):

The Court considered the Settlement Notice Plan submitted by the parties, and the Declaration of Carla A. Peak of KCC describing the Notice Plan…The Court finds that the Notice itself is appropriate, and complies with Fed. R. Civ. P. 23(b)(3), 23(c)(2)(B), and 23(e), because the Settlement Notice, FAQ, and Publication Notice fairly, accurately, and reasonably informed members of the Settlement Class, in plain language, of (1) appropriate information about the nature of this litigation and the essential terms of the Settlement Agreement; (2) appropriate information about, and means for obtaining, additional information regarding this litigation and the Settlement Agreement; (3) appropriate information about, and means for obtaining and submitting, a Claim Form; (4) appropriate information about the right of members of the Settlement Class to exclude themselves from the Settlement, object to the terms of the Settlement Agreement, including Class Counsel’s request for an award of attorneys’ fees and costs, and the procedures to do so; and (5) appropriate information about the consequences of failing to submit a Claim Form or failing to comply with the procedures and the deadline for opting out of, or objecting to, the Settlement…Accordingly, the Court hereby finds and concludes that members of the Settlement Class have been provided the best notice practicable of the

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Settlement and that such notice satisfies all requirements of federal and California laws and due process. The Court finally approves the Notice Plan in all respects…Any objections to the notice provided to the Class are hereby overruled.

Honorable David O. Carter, Cobb v. BSH Home Appliances Corp., (August 25, 2014) No. 8:10-CV-0711 (C.D. Cal.):

…the Court also finding that the proposed notice plan and forms of notice are the best notice practicable under the circumstances and satisfy all requirements of the Federal Rules of Civil Procedure, including Fed. R. Civ. P. 23(c)(b)(2); and for good cause shown, IT IS HEREBY ORDERED that Plaintiffs’ Motion to Amend the Illinois Class Definition is GRANTED; and it is further ORDERED that Plaintiffs’ Motion for Approval of Notice Plan and Proposed Forms of Notice is GRANTED.

Judge Gregory A. Presnell, Poertner v. The Gillette Co. and The Procter & Gamble Co., (August 21, 2014) No. 6:12-CV-00803 (M.D. Fla.):

This Court has again reviewed the Notice and the accompanying documents and finds that the “best practicable” notice was given to the Class and that the Notice was “reasonably calculated” to (a) describe the Action and the Plaintiff’s and Class Members’ rights in it; and (b) apprise interested parties of the pendency of the Action and of their right to have their objections to the Settlement heard. See Phillips Petroleum Co. v. Shutts, 472 U.S. 797, 810 (1985). This Court further finds that Class Members were given a reasonable opportunity to opt out of the Action and that they were adequately represented by Plaintiff Joshua D. Poertner. See Id. The Court thus reaffirms its findings that the Notice given to the Class satisfies the requirements of due process and holds that it has personal jurisdiction over all Class Members.

Honorable Curtis L. Collier, In re: Skelaxin (Metaxalone) Antitrust Litigation, (August 5, 2014) No. 1:12-md-02343 (E.D. Tenn.):

The proposed form of Notice to End-Payor Settlement Class Members of the pendency and proposed settlement of this action (“Settlement Notice”) set forth in the Notice Plan and Declaration of Carla Peak and the proposed method of dissemination of the Settlement Notice (“Notice Plan”)—first to Third-Party Payors and then to Consumers—satisfy the requirements of Rule 23(e) of the Federal Rules of Civil Procedure and due process, are otherwise fair and reasonable, and therefore are approved.

Honorable Christina A. Snyder, Roberts v. Electrolux Home Products, Inc., (May 5, 2014) No. 8:12-CV-01644 (C.D. Cal.):

The Court finds that the Notice Plan set forth in the Settlement Agreement (§ V. of that Agreement)…is the best notice practicable under the circumstances, and constitutes sufficient notice to all persons entitled to notice. The Court further preliminarily finds that the Notice itself IS appropriate, and complies with Rules 23(b)(3), 23(c)(2)(B), and 23(e) because it describes in plain language (1) the nature of the action, (2) the definition of the Settlement Class and Subclasses, (3) the class claims, issues or defenses, (4) that a class member may enter an appearance through an attorney if the member so desires, (5) that the Court will exclude from the class any member who requests exclusion, (6) the time and manner for requesting exclusion, and (7) the binding effect of a judgment on Settlement Class Members under Rule 23(c)(3) and the terms of the releases. Accordingly, the Court approves the Notice Plan in all respects…

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Honorable Jose L. Linares, In re Hypodermic Products Antitrust Litigation, (March 17, 2014) MDL No. 1730, No. 2:05-CV-01602 (D. N.J.):

The Class Notice provides a description of the Indirect Purchaser Class, the procedural status of the litigation, a brief description of the plan of allocation, the court approval process for the proposed Settlement, and the significant terms of the Settlement. The Class Notice also fully informed members of the Indirect Purchaser Class of their rights with respect to the Settlement, including the right to opt out of, object to the Settlement, or otherwise be heard as to the resonableness and fairness of the Settlement. The Class Notice also informed members of the Indirect Purchaser Class of their right to object to Indirect Purchaser Plaintiffs’ Lead Counsel’s application for an award of attorneys’ fees, an award of incentive fees, and reimbursement of expenses from the Settlement Fund.…The Class Notice met the statutory requirements of notice under the circumstances, and fully satisfied the requirements of Federal Rule of Civil Procedure 23 and the requirements of due process.

Honorable William E. Smith, Cappalli v. BJ’s Wholesale Club, Inc., (December 12, 2013) No. 1:10-CV-00407 (D. R.I.):

The Court finds that the form, content, and method of dissemination of the notice given to the Settlement Class were adequate and reasonable, and constituted the best notice practicable under the circumstances. The notice, as given, provided valid, due, and sufficient notice of these proceedings of the proposed Settlement, and of the terms set forth in the Stipulation and first Joint Addendum, and the notice fully satisfied the requirements of Rule 23 of the Federal Rules of Civil Procedure, Constitutional due process, and all other applicable laws.

Judge Gregory A. Presnell, Poertner v. The Gillette Co. and The Procter & Gamble Co., (November 5, 2013) No. 6:12-CV-00803 (M.D. Fla.):

The proposed Class Notice and Claim Form are approved as to form and content. The Court finds that the content of the Class Notice and the Claim Form satisfy the requirements of Fed. R. Civ. P. 23(c)(2), Fed. R. Civ. P. 23(e)(1), and due process and accordingly approves them…The Court finds that compliance with the Notice Plan is the best practicable notice under the circumstances and constitutes due and sufficient notice of this Order to all persons entitled thereto and is in full compliance with the requirements of Rule 23, applicable law, and due process.

Honorable Jose L. Linares, In re Hypodermic Products Antitrust Litigation, (November 4, 2013) No. 2:05-CV-01602 (D. N.J.):

Upon reviewing Plaintiffs’ Motion for Preliminary Approval of Class Action Settlement, Conditional Class Certification and Approval of Notice Plan and the Declarations of Karin E. Fisch, Esq. and Carla A. Peak and the documents attached thereto, it is hereby ORDERED, ADJUDGED AND DECREED as follows:…Proposed forms of Notice are attached hereto as Exhibit A. The Court finds that the form fairly and adequately: (i) describes the terms and effect of the Settlement Agreement and of the Settlement; (ii) notifies the Indirect Purchaser Class concerning the proposed plan of allocation and distribution; (iii) notifies the Indirect Purchaser Plaintiffs’ Lead Counsel will seek attorneys’ fees not to exceed one-third of the Settlement Fund, reimbursement of expenses and incentive fees; (iv) gives notice to the Indirect Purchaser Class of the time and place of the Fairness Hearing; and (v) describes how the recipients of the Notice may submit a claim, exclude themselves from the Settlement or object to any of the relief requested.

Judge Marilyn L. Huff, Beck-Ellman v. Kaz USA, Inc., (June 11, 2013) No. 3:10-cv-02134 (S.

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D. Cal.): The Notice Plan has now been implemented in accordance with the Court’s Preliminary Approval Order. The Publication Notice was designed to provide potential class members with information about the Settlement and their rights, in easy-to-comprehend language… The Notice Plan was specially developed to cause class members to see the Publication Notice or see an advertisement that directed them to the Settlement Website. KCC identified that the class members belong to a demographic group known as “Pain Relief Users.” The Heating Pads are considered a Pain Relief product. The publications that KCC’s Notice Plan used are publications and websites whose viewers and readers include a high percentage of Pain Relief product users…The Court concludes that the Class Notice fully satisfied the requirements of Rule 23(c)(2) of the Federal Rules of Civil Procedure and all due process requirements.

Judge Tom A. Lucas, Stroud v. eMachines, Inc., (March 27, 2013) No. CJ-2003-968 L (D. Ct. Cleveland Cnty, Okla.):

The Notices met the requirements of Okla. Stat. tit. 12 section 2023(C), due process, and any other applicable law; constituted the best notice practicable under the circumstances; and constituted due and sufficient notice to all persons and entities entitled thereto. All objections are stricken. Alternatively, considered on their merits, all objections are overruled.

Judge Marilyn L. Huff, Beck-Ellman v. Kaz USA, Inc. (January 7, 2013) No. 3:10-cv-02134 (S. D. Cal.):

The proposed Class Notice, Publication Notice, and Settlement Website are reasonably calculated to inform potential Class members of the Settlement, and are the best practicable methods under the circumstances… Notice is written in easy and clear language, and provides all needed information, including: (l) basic information about the lawsuit; (2) a description of the benefits provided by the settlement; (3) an explanation of how Class members can obtain Settlement benefits; (4) an explanation of how Class members can exercise their rights to opt-out or object; (5) an explanation that any claims against Kaz that could have been litigated in this action will be released if the Class member does not opt out; (6) the names of Class Counsel and information regarding attorneys' fees; (7) the fairness hearing date and procedure for appearing; and (8) the Settlement Website and a toll free number where additional information, including Spanish translations of all forms, can be obtained. After review of the proposed notice and Settlement Agreement, the Court concludes that the Publication Notice and Settlement Website are adequate and sufficient to inform the class members of their rights. Accordingly, the Court approves the form and manner of giving notice of the proposed settlement.

Judge Tom A. Lucas, Stroud v. eMachines, Inc., (December 21, 2012) No. CJ-2003-968 L (D. Ct. Cleveland Cnty, Okla.):

The Plan of Notice in the Settlement Agreement as well as the content of the Claim Form, Class Notice, Post-Card Notice, and Summary Notice of Settlement is hereby approved in all respects. The Court finds that the Plan of Notice and the contents of the Class Notice, Post-Card Notice and Summary Notice of Settlement and the manner of their dissemination described in the Settlement Agreement is the best practicable notice under the circumstances and is reasonably calculated, under the circumstances, to apprise Putative Class Members of the pendency of this action, the terms of the Settlement Agreement, and their right to object to the Settlement Agreement or exclude themselves from the Certified Settlement Class and, therefore, the Plan of Notice, the Class Notice, Post-Card Notice and Summary Notice of Settlement are approved in all

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respects. The Court further finds that the Class Notice, Post-Card Notice and Summary Notice of Settlement are reasonable, that they constitute due, adequate, and sufficient notice to all persons entitled to receive notice, and that they meet the requirements of due process.

Honorable Michael M. Anello, Shames v. The Hertz Corporation, (November 5, 2012) No. 3:07-cv-02174 (S.D. Cal.):

…the Court is satisfied that the parties and the class administrator made reasonable efforts to reach class members. Class members who did not receive individualized notice still had opportunity for notice by publication, email, or both…The Court is satisfied that the redundancies in the parties’ class notice procedure—mailing, e-mailing, and publication—reasonably ensured the widest possible dissemination of the notice…The Court OVERRULES all objections to the class settlement…

Judge Ann D. Montgomery, In Re: Uponor, Inc., F1807 Plumbing Fittings Products Liability Litigation, (July 9, 2012) No. 11-MD-2247 (D. Minn.):

The objections filed by class members are overruled; The notice provided to the class was reasonably calculated under the circumstances to apprise class members of the pendency of this action, the terms of the Settlement Agreement, and their right to object, opt out, and appear at the final fairness hearing;…

Judge Ann D. Montgomery, In Re: Uponor, Inc., F1807 Plumbing Fittings Products Liability Litigation, (June 29, 2012) No. 11-MD-2247 (D. Minn.):

After the preliminary approval of the Settlement, the parties carried out the notice program, hiring an experienced consulting firm to design and implement the plan. The plan consisted of direct mail notices to known owners and warranty claimants of the RTI F1807 system, direct mail notices to potential holders of subrogation interests through insurance company mailings, notice publications in leading consumer magazines which target home and property owners, and earned media efforts through national press releases and the Settlement website. The plan was intended to, and did in fact, reach a minimum of 70% of potential class members, on average more than two notices each…The California Objectors also take umbrage with the notice provided the class. Specifically, they argue that the class notice fails to advise class members of the true nature of the aforementioned release. This argument does not float, given that the release is clearly set forth in the Settlement and the published notices satisfy the requirements of Rule 23(c)(2)(B) by providing information regarding: (1) the nature of the action class membership; (2) class claims, issues, and defenses; (3) the ability to enter an appearance through an attorney; (4) the procedure and ability to opt-out or object; (5) the process and instructions to make a claim; (6) the binding effect of the class judgment; and (7) the specifics of the final fairness hearing.

Honorable Michael M. Anello, Shames v. The Hertz Corporation, (May 22, 2012) No. 3:07-cv-02174 (S.D. Cal.):

The Court approves, as to form and content, the Notice of Proposed Settlement of Class Action, substantially in the forms of Exhibits A-1 through A-6, as appropriate, (individually or collectively, the “Notice”), and finds that the e-mailing or mailing and distribution of the Notice and publishing of the Notice substantially in the manner and form set forth in ¶ 7 of this Order meet the requirements of Federal Rule of Civil Procedure 23 and due process, and is the best notice practicable under the circumstances and shall constitute due and sufficient notice to all Persons entitled thereto.

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Judge Anthony Powell, Molina v. Intrust Bank, N.A., (May 21, 2012) No. 10-CV-3686 (18th J.D. Ct., Kan.):

The form, content, and method of dissemination of Class Notice given to the Class were adequate and reasonable, and constituted the best notice practicable under the circumstances. The Notice, as given, provided valid, due, and sufficient notice of the proposed settlement, the terms and conditions set forth in the Settlement Agreement, and these proceeding to all persons entitled to such notice, and said notice fully satisfied the requirements of K.S.A. § 60-223 and due process.

Judge Ronald L. Bauer, Blue Cross of California Website Securities Litigation, (April 5, 2012) No. JCCP 4647 (Super. Ct. Cal.):

The form, content, and method of dissemination of the notice given to the Settlement Class were adequate and reasonable, and constituted the best notice practicable under the circumstances. The notice, as given, provided valid, due, and sufficient notice of the proposed settlement, the terms and conditions set forth in the Settlement Agreement, and these proceedings to all Person entitled to such notice, and said notice satisfied the requirements of California Rules of Court, Rule 3,766(e) and (f), and due process.

Judge Ann D. Montgomery, In Re: Uponor, Inc., F1807 Plumbing Fittings Products Liability Litigation, (January 18, 2012) No. 11-MD-2247 (D. Minn.):

The Notice Plan detailed by KCC in the Affidavit of Gina M. Intrepido-Bowden provides the best notice practicable under the circumstances and constitutes due and sufficient notice of the Settlement Agreement and the Final Fairness Hearing to the Classes and all persons entitled to receive such notice as potential members of the Class…The Notice Plan’s multi-faceted approach to providing notice to Class Members whose identity is not known to the Settling Parties constitutes ‘the best notice that is practicable under the circumstances’ consistent with Rule 23(c)(2)(B)…Notice to Class members must clearly and concisely state the nature of the lawsuit and its claims and defenses, the Class certified, the Class member’s right to appear through an attorney or opt out of the Class, the time and manner for opting out, and the binding effect of a class judgment on members of the Class. Fed. R. Civ. P. 23(c)(2)(B). Compliance with Rule 23’s notice requirements also complies with Due Process requirements. ‘The combination of reasonable notice, the opportunity to be heard, and the opportunity to withdraw from the class satisfy due process requirements of the Fifth Amendment.’ Prudential, 148 F.3d at 306. The proposed notices in the present case meet those requirements.

Judge Jeffrey Goering, Molina v. Intrust Bank, N.A., (January 17, 2012) No. 10-CV-3686 (18th J.D. Ct. Ks.):

The Court approved the form and content of the Class Notice, and finds that transmission of the Notice as proposed by the Parties meets the requirements of due process and Kansas law, is the best notice practicable under the circumstances, and constitutes due and sufficient notice to all persons entitled thereto.

Judge Charles E. Atwell, Allen v. UMB Bank, N.A., (October 31, 2011) No. 1016-CV34791 (Cir. Ct. Mo.):

The form, content, and method of dissemination of Class Notice given to the Class were adequate and reasonable, and constituted the best notice practicable under the circumstances. The Notice, as given, provided valid, due, and sufficient notice of the proposed settlement, the terms and conditions set forth in the

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Settlement Agreement, and these proceedings to all persons entitled to such notice, and said notice fully satisfied the requirements of Rule 52.08 of the Missouri Rules of Civil Procedure and due process.

Judge Charles E. Atwell, Allen v. UMB Bank, N.A., (June 27, 2011) No. 1016-CV34791 (Cir. Ct. Mo.):

The Court approves the form and content of the Class Notice, and finds that transmission of the Notice as proposed by the Parties meets the requirements of due process and Missouri law, is the best notice practicable under the circumstances, and constitutes due and sufficient notice to all persons entitled thereto.

Judge Jeremy Fogel, Ko v. Natura Pet Products, Inc., (June 24, 2011) No. 5:09cv2619 (N.D. Cal.):

The Court approves, as to form and content, the Long Form Notice of Pendency and Settlement of Class Action (“Long Form Notice”), and the Summary Notice attached as Exhibits to the Settlement Agreement, and finds that the e-mailing of the Summary Notice, and posting on the dedicated internet website of the Long Form Notice, mailing of the Summary Notice post-card, and newspaper and magazine publication of the Summary Notice substantially in the manner as set forth in this Order meets the requirements of Rule 23 of the Federal Rules of Civil Procedure, and due process, and is the best notice practicable under the circumstances and shall constitute due and sufficient notice to all persons entitled to notice.

Judge M. Joseph Tiemann, Billieson v. City of New Orleans, (May 27, 2011) No. 94-19231 (Civ. D. Ct. La.):

The plan to disseminate notice for the Insurance Settlements (the “Insurance Settlements Notice Plan”) which was designed at the request of Class Counsel by experienced Notice Professionals Gina Intrepido-Bowden and Carla A. Peak… IT IS ORDERED as follows: 1. The Insurance Settlements Notice Plan is hereby approved and shall be executed by the Notice Administrator; 2. The Insurance Settlements Notice Documents, substantially in the form included in the Insurance Settlements Notice Plan, are hereby approved.

Judge James Robertson, In re Department of Veterans Affairs (VA) Data Theft Litig., (February 11, 2009) MDL No. 1796 (D.C.):

The Court approves the proposed method of dissemination of notice set forth in the Notice Plan, Exhibit 1 to the Settlement Agreement. The Notice Plan meets the requirements of due process and is the best notice practicable under the circumstances. This method of Class Action Settlement notice dissemination is hereby approved by the Court.

Judge Louis J. Farina, Soders v. General Motors Corp., (December 19, 2008) No. CI-00-04255 (C.P. Pa.):

The Court has considered the proposed forms of Notice to Class members of the settlement and the plan for disseminating Notice, and finds that the form and manner of notice proposed by the parties and approved herein meet the requirements of due process, are the best notice practicable under the circumstances, and constitute sufficient notice to all persons entitled to notice.

Judge Robert W. Gettleman, In Re Trans Union Corp., (September 17, 2008) MDL No. 1350 (N.D. Ill.):

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The Court finds that the dissemination of the Class Notice under the terms and in the format provided for in its Preliminary Approval Order constitutes the best notice practicable under the circumstances, is due and sufficient notice for all purposes to all persons entitled to such notice, and fully satisfies the requirements of the Federal Rules of Civil Procedure, the requirements of due process under the Constitution of the United States, and any other applicable law…Accordingly, all objections are hereby OVERRULED.

Judge William G. Young, In re TJX Companies, (September 2, 2008) MDL No. 1838 (D. Mass.):

…as attested in the Affidavit of Gina M. Intrepido…The form, content, and method of dissemination of notice provided to the Settlement Class were adequate and reasonable, and constituted the best notice practicable under the circumstances. The Notice, as given, provided valid, due, and sufficient notice of the proposed settlement, the terms and conditions set forth in the Settlement Agreement, and these proceedings to all Persons entitled to such notice, and said Notice fully satisfied the requirements of Fed. R. Civ. P. 23 and due process.

Judge David De Alba, Ford Explorer Cases, (May 29, 2008) JCCP Nos. 4226 & 4270 (Cal. Super. Ct.):

[T]he Court is satisfied that the notice plan, design, implementation, costs, reach, were all reasonable, and has no reservations about the notice to those in this state and those in other states as well, including Texas, Connecticut, and Illinois; that the plan that was approved -- submitted and approved, comports with the fundamentals of due process as described in the case law that was offered by counsel.

Judge Kirk D. Johnson, Hunsucker v. American Standard Ins. Co. of Wisconsin, (August 10, 2007) No. CV-2007-155-3 (Cir. Ct. Ark.):

Having admitted and reviewed the Affidavits of Carla Peak and Christine Danielson concerning the success of the notice campaign, including the fact that written notice reached approximately 86% of the potential Class Members, the Court finds that it is unnecessary to afford a new opportunity to request exclusion to individual class members who had an earlier opportunity to request exclusion but failed to do so…Specifically, the Court received and admitted affidavits from Carla Peak and Christine Danielson, setting forth the scope and results of the notice campaign. Based on the Court’s review of the evidence admitted and argument of counsel, the Court finds and concludes that the Class Notice and settlement website as disseminated to members of the Settlement Class in accordance with provisions of the Preliminarily Approval Order was the best notice practicable under the circumstances to all members of the Settlement Class.

Speaking Engagements

Class Action Notice Requirements: Leveraging Traditional and Emerging Media to Reach Class Members, STRAFFORD, Carla Peak presenter/panelist (April 2016). Ethics in Legal Notification, accredited CLE Program, Gina Intrepido-Bowden, presented in Radnor at Kessler Topaz Meltzer & Check LLP (September 2015); Carla Peak & Patrick Ivie, presented in Philadelphia at Class Action Preservation Project (November 2014); Carla Peak & Robert DeWitte, presented in Philadelphia at Saltz, Mongeluzzi, Barrett & Bendesky, P.C. (August 2014); Gina Intrepido-Bowden & Patrick Ivie, presented in Utah at The St. Regis Deer Valley Resort (March 2014); Gina Intrepido-Bowden, Carla Peak & Steven Weisbrot, presented in New York at Morgan Lewis & Bockius (December 2012).

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Big Shoulders and High Standards. Can Plaintiffs Scale the Third Circuit’s New Ascertainability Wall? AMERICAN BAR ASSOCIATION 18th Annual National Institute on Class Actions, Gina Intrepido-Bowden presenter/panelist (October 2014).

The Ethics of Class Action Settlements, CHICAGO BAR ASSOCIATION, Class Litigation Committee, Carla Peak presenter/panelist (June 2014). Pitfalls of Class Action Notice and Settlement Administration, accredited CLE Program, Carla Peak and Robert DeWitte, presented in Miami at Harke Clasby & Bushman LLP (March 2014); PRACTISING LAW INSTITUTE (PLI), Class Action Litigation 2013, Gina Intrepido-Bowden and Robert DeWitte presenters/panelists (July 2013). Designing a Settlement and Notice Program to Minimize Scrutiny and Objections, AMERICAN

CONFERENCE INSTITUTE (ACI), 16th National Conference on Consumer Finance Class Actions & Litigation, Gina Intrepido-Bowden presenter/panelist (July 2013). The Fundamentals of Settlement Administration accredited CLE Program, Carla Peak and Steven Weisbrot, presented in Philadelphia at DLA Piper LLP (August 2013); Carla Peak and Robert DeWitte, presented in Illinois at Locke Lord LLP and broadcast to offices in California, Georgia, New York, Texas and London (April 2013); Gina Intrepido-Bowden and Robert DeWitte, presented in Illinois at Skadden, Arps, Slate, Meagher & Flom LLP and Wexler Wallace LLP (January 2013); Gina Intrepido-Bowden and Robert DeWitte, presented in Illinois at Hinshaw & Culbertson LLP (October 2012); Gina Intrepido-Bowden and Rob Taylor-Manning, presented in Pennsylvania at Spector Roseman Kodroff & Willis, P.C. (December 2011). Class Action Settlement Administration Tips & Pitfalls on the Path to Approval accredited CLE Program, Carla Peak, Gina Intrepido-Bowden & Robert DeWitte, presented in Illinois at Jenner & Block and broadcast to offices in Washington DC, New York and California (October 2012). Perspectives from Class Action Claims Administrators: Innovations in Notification, CLE

INTERNATIONAL, 8th Annual Class Actions Conference, Gina Intrepido-Bowden, presenter/panelist (May 2012). Innovations in Notification, CHICAGO BAR ASSOCIATION, Class Litigation Committee Spring Seminar, Carla Peak, presenter (May 2012).

Ethical Considerations in Canadian Class Actions, accredited CLE Program, Gina Intrepido-Bowden and Robert Taylor-Manning, presented in Canada at Rochon Genova, LLP (April 2012). Reaching Class Members & Driving Take Rates, CONSUMER ATTORNEYS OF SAN DIEGO, 4th Annual Class Action Symposium, Gina Intrepido-Bowden, presenter/panelist (October 2011).

Legal Notice Ethics, accredited CLE Program, Gina Intrepido-Bowden, Carla Peak & Elizabeth Grande, presented in New York at Cohen Milstein Sellers & Toll PLLC and Milberg LLP (May 2010), in Illinois at Miller Law LLC (May 2010), in Pennsylvania at Berger & Montague, P.C., Anapol Schwartz, Lundy Law, and Dechert LLP, which was broadcast to offices in California, New Jersey, New York, North Carolina, Texas, Washington D.C., and London and sent via video to their office in China (October 2010), and in Minnesota at Heins Mills & Olson, P.L.C., Lockridge Grindal Nauen P.L.L.P., and Chestnut Cambronne (January 2011). Class Actions 101: Best Practices and Potential Pitfalls in Providing Class Notice, accredited CLE Program, Brian Christensen, Gina Intrepido & Richard Simmons, presented to Kansas Bar Association (March 2009).

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Articles

Carla Peak and Steven Weisbrot. How to Design Your Notice to Minimize Professional Objectors, Class Action Lawsuit Defense: Class Action Defense News, Developments and Commentary provided by BakerHostetler (www.classactionlawsuitdefense.com) (July 20, 2012). Carla Peak, Is your legal notice designed to be noticed? WESTLAW JOURNAL CLASS ACTION Vol.18

Issue 10 (2011). John B. Isbister, Todd B. Hilsee & Carla A. Peak, Seven Steps to a Successful Class Action Settlement, AMERICAN BAR ASSOCIATION, SECTION OF LITIGATION, CLASS ACTIONS TODAY 16 (2008). Todd B. Hilsee, Gina M. Intrepido & Shannon R. Wheatman, Hurricanes, Mobility and Due Process: The “Desire-to-Inform” Requirement for Effective Class Action Notice Is Highlighted by Katrina, 80 TULANE LAW REV. 1771 (2006); reprinted in course materials for: AMERICAN BAR

ASSOCIATION, 10th Annual National Institute on Class Actions (2006); NATIONAL BUSINESS

INSTITUTE, Class Action Update: Today’s Trends & Strategies for Success (2006); CENTER FOR

LEGAL EDUCATION INTERNATIONAL, Class Actions: Prosecuting and Defending Complex Litigation (2007). Gina M. Intrepido, Notice Experts May Help Resolve CAFA Removal Issues, Notification to Officials, 6 CLASS ACTION LITIG. REP. 759 (2005). Todd B. Hilsee, Shannon R. Wheatman, & Gina M. Intrepido, Do You Really Want Me to Know My Rights? The Ethics Behind Due Process in Class Action Notice Is More Than Just Plain Language: A Desire to Actually Inform, 18 GEORGETOWN JOURNAL LEGAL ETHICS 1359 (2005).

Legal Notice Case Examples

Following is a list of cases in which our expert(s) have been involved in the design and implementation of the notice program and/or notice documents:

Naef v. Masonite Corp (Hardboard Siding) Cir. Ct. Ala., CV-94-4033

Williams v. Weyerhaeuser Co. (Hardboard Siding) Cal. Super. Ct., CV-995787

In re Babcock and Wilcox Co. (Asbestos Related Bankruptcy) E.D. La., 00-10992

Brown v. Am. Tobacco Cal. Super. Ct., J.C.C.P. 4042 No. 711400

Microsoft I-V Cases (Antitrust Litig. Mirroring Justice Dept.) Cal. Super. Ct., J.C.C.P. No. 4106

Scott v. Blockbuster, Inc. (Extended Viewing Fees) 136th Tex. Jud. Dist., No. D 162-535

Talalai v. Cooper Tire & Rubber Co. (Tire Layer Adhesion) N.J. Super. Ct., No. MID-L-8839-00 MT

Thompson v. Metropolitan Life Ins. Co. (Race Related Sales Practices)

S.D. N.Y., No. 00-CIV-5071 HB

Ervin v. Movie Gallery Inc. (Extended Viewing Fees) Tenn. Ch. Fayette Co., No. CV-13007

Walker v. Rite Aid of PA, Inc. (PA Act 6) C.P. Pa., No. 99-6210

Myers v. Rite Aid of PA, Inc. (PA Act 6) C.P. Pa., No. 01-2771

Baker v. Jewel Food Stores, Inc. & Dominick’s Finer Foods, Inc. (Milk Price Fixing)

Cir. Ct. Ill. Cook Co., No. 00-L-9664

In re Columbia/HCA Healthcare Corp. (Billing Practices Litig.) M.D. Tenn., MDL No. 1227

Soders v. General Motors Corp. (Marketing Initiative) C.P. Pa., No. CI-00-04255

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Nature Guard Cement Roofing Shingles Cases Cal. Super. Ct., J.C.C.P. No. 4215

Defrates v. Hollywood Entertainment Corp. (Extended Viewing Fees)

Cir. Ct. Ill., St. Clair. Co., No. 02L707

West v. G&H Seed Co. (Crawfish Farmers) 27th Jud. D. Ct. La., No. 99-C-4984-A

Baiz v. Mountain View Cemetery (Burial Practices) Cal. Super. Ct., No. 809869-2

Richison v. American Cemwood Corp. (Roofing Durability) Cal. Super. Ct., No. 005532

Friedman v. Microsoft Corp. (Antitrust) Ariz. Super. Ct., No. CV 2000-000722

Davis v. Am. Home Prods. Corp. (Norplant Contraceptive) Civ. D. Ct. La., Div. K, No. 94-11684

Gordon v. Microsoft Corp. (Antitrust) D. Minn., No. 00-5994

Fisher v. Virginia Electric & Power Co. E.D. Va., No 3:02-CV-431

Bardessono v. Ford Motor Co. (15 Passenger Vans Outreach) Wash. Super. Ct., No. 32494

Gardner v. Stimson Lumber Co. (Forestex Siding) Wash. Super. Ct., No. 00-2-17633-3SEA

Nichols v. SmithKline Beecham Corp. (Paxil) E.D. Pa., No. 00-6222

In re Educ. Testing Serv. PLT 7-12 Test Scoring E.D. La., 2:04md1643

In re Serzone Products Liability S.D. W. Va., 02-md-1477

Ford Explorer Cases Cal. Super. Ct., JCCP Nos. 4226 & 4270

In re Lupron Marketing & Sales Practices D. Mass., MDL No.1430

Morris v. Liberty Mutual Fire Ins. Co. D. Okla., NO. CJ-03-714

Thibodeaux v. Conoco Philips Co. D. La., No. 2003-481

Morrow v. Conoco Inc. D. La., No. 2002-3860

Tobacco Farmer Transition Program U.S. Dept. of Agric.

Froeber v. Liberty Mutual Fire Ins. Co. Cir. Ct. Ore., No. 00C15234

Carnegie v. Household Int’l, Inc. N. D. Ill., No. 98-C-2178

In re Royal Ahold Securities and “ERISA” D. Md., 1:03-md-01539

First State Orthopaedics et al. v. Concentra, Inc., et al. E.D. Pa., No. 2:05-CV-04951-AB

Meckstroth v. Toyota Motor Sales, U.S.A., Inc. 24th Jud. D. Ct. La., No. 583-318

In re High Sulfur Content Gasoline Products Liability E.D. La., MDL No. 1632

Desportes v. American General Assurance Co. Ga. Super. Ct., No. SU-04-CV-3637

In re Residential Schools Litigation Ont. Super. Ct., 00-CV-192059 CPA

Turner v. Murphy Oil USA, Inc. E.D. La., No. 2:05-CV-04206-EEF-JCW

Carter v. North Central Life Ins. Co. Ga. Super. Ct., No. SU-2006-CV-3764-6

Friedman v. Microsoft Corp. (Antitrust) Ariz. Super. Ct., No. CV 2000-000722

Ciabattari v. Toyota Motor Sales, U.S.A., Inc. N.D. Cal., No. C-05-04289-BZ

Peek v. Microsoft Corporation Cir. Ct. Ark., No. CV-2006-2612

Reynolds v. The Hartford Financial Services Group, Inc. D. Ore., No. CV-01-1529 BR

Zarebski v. Hartford Insurance Co. of the Midwest Cir. Ct. Ark., No. CV-2006-409-3

In re Parmalat Securities S.D. N.Y., 1:04-md-01653 (LAK)

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Beasley v. The Reliable Life Insurance Co. Cir. Ct. Ark., No. CV-2005-58-1

Sweeten v. American Empire Insurance Company Cir. Ct. Ark., No. 2007-154-3

Gunderson v. F.A. Richard & Associates, Inc. (FARA) 14th Jud. D. Ct. La., No. 2004-2417-D

Gunderson v. F.A. Richard & Associates, Inc. (Focus) 14th Jud. D. Ct. La., No. 2004-2417-D

Hunsucker v. American Standard Ins. Co. of Wisconsin Cir. Ct. Ark., No., CV-2007-155-3

Burgess v. Farmers Insurance Co., Inc. D. Okla., No. CJ-2001-292

Grays Harbor v. Carrier Corporation W.D. Wash., No. 05-05437-RBL

Donnelly v. United Technologies Corp. Ont. S.C.J., 06-CV-320045CP

Wener v. United Technologies Corp. QC. Super. Ct., 500-06-000425-088

Brookshire Bros. v. Chiquita (Antitrust) S.D. Fla., No. 05-CIV-21962

Johnson v. Progressive Cir. Ct. Ark., No. CV-2003-513

Bond v. American Family Insurance Co. D. Ariz., CV06-01249-PXH-DGC

Angel v. U.S. Tire Recovery (Tire Fire) Cir. Ct. W. Va., No. 06-C-855

In re TJX Companies Retail Security Breach D. Mass., MDL No. 1838

Webb v. Liberty Mutual Insurance Co. Cir. Ct. Ark., No. CV-2007-418-3

Shaffer v. Continental Casualty Co. (Long Term Care Insurance) C.D. Cal., SACV06-2235-PSG (PJWx)

Palace v. DaimlerChrysler (Neon Head Gaskets) Cir. Ct. Ill., Cook Co., No. 01-CH-13168

Beringer v. Certegy Check Services, Inc. (Data Breach) M.D. Fla., No. 8:07-cv-1657-T-23TGW

Lockwood v. Certegy Check Services, Inc. (Data Breach) M.D. Fla., No. 2:07-CV-587-FtM-29-DNF

Sherrill v. Progressive Northwestern Ins. Co. 18th D. Ct. Mont., No. DV-03-220

Gunderson v. F.A. Richard & Associates, Inc. (AIG) 14th Jud. D. Ct. La., No. 2004-2417-D

Jones v. Dominion Transmission, Inc. S.D. W. Va., No. 2:06-cv-00671

Gunderson v. F.A. Richard & Associates, Inc. (Wal-Mart) 14th Jud. D. Ct. La., No. 2004-2417-D

In re Trans Union Corp. Privacy (Data Breach) N.D. Ill., MDL No. 1350

Gunderson v. F.A. Richard & Associates., Inc. (Amerisafe) 14th Jud. D. Ct. La., No. 2004-002417

Bibb v. Monsanto Co. (Nitro) Cir. Ct. W.Va., No. 041465

Carter v. Monsanto Co. (Nitro) Cir. Ct. W.Va., No. 00-C-300

In re U.S. Department of Veterans Affairs (VA) Data Breach D. D.C., MDL 1796

In re Countrywide Financial Corp. Customer Data Security Breach

W.D. Ky., MDL No. 3:08-md-1998

Dolen v. ABN AMRO Bank N.V. (Callable CDs) Nos. 01-L-454 & 01-L-493

Griffin v. Dell Canada Inc. Ont. Super. Ct., No. 07-CV-325223D2

Plubell v. Merck & Co., Inc. Cir. Ct. Mo., No. 04CV235817-01

Billieson v. City of New Orleans Civ. D. Ct. La., No. 94-19231

Anderson v. Government of Canada Sup. Ct. NL, No. 2008NLTD166

Ko v. Natura Pet Products, Inc. N.D. Cal., No. 5:09cv02619

Allen v. UMB Bank, N.A. Cir. Ct. Mo., No. 1016-CV34791

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Blue Cross of California Website Security Cases Sup. Ct. Cal., No. JCCP 4647

Alvarez v. Haseko Homes, Inc. Cir. Ct. HI., No. 09-1-2691-11

LaRocque v. TRS Recovery Services, Inc. D. Maine, No. 2:11cv00091

In re: Zurn Pex Plumbing Products Liability Litig. D. Minn., MDL No. 08-1958

Molina v. Intrust Bank, N.A. 18th Jud. D. Ct., 10-cv-3686

In Re: Uponor, Inc., F1807 Products Liability Litigation D. Minn, MDL No. 2247

Shames v. The Hertz Corporation S.D. Cal., No. 07cv2174-MMA

Stroud v. eMachines, Inc. D. Ct. Cleveland Cnty, Okla., No. CJ-2003-

968-L

Holman v. Experian Information Solutions, Inc. N.D. Cal., No. 4:11cv00180

Beck-Ellman v. Kaz USA Inc. S.D. Cal., No. 10-cv-2134

Lee v. Stonebridge Life Insurance Company N.D. Cal., No. 3:11-cv-00043

Steinfeld v. Discover Financial Services N.D. Cal., No. 3:12-cv-01118

Cappalli v. BJ’s Wholesale Club, Inc. D. R.I., No. 1:10-cv-00407

Poertner v. The Gillette Co. and The Procter & Gamble Co. M.D. Fla., No. 6:12-cv-00803

In re Hypodermic Products Antitrust Litigation D. N.J., No. 2:05-cv-01602

McCrary v. The Elations Company, LLC (class certification) C.D. Cal., No. 13-cv-00242

Lerma v. Schiff Nutrition International, Inc. S.D. Cal., No. 3:11-cv-01056

Charles v. Haseko Homes, Inc. Cir. Ct. HI., No. 09-1-2697-11

Kai v. Haseko Homes, Inc. Cir. Ct. HI., No. 09-1-2834-12

Roberts v. Electrolux Home Products, Inc. C.D. Cal., No. 8:12-cv-01644

Demereckis v. BSH Home Appliances Corporation (Certification) C.D. Cal., No. 8:10-cv-00711

In re Skelaxin (Metaxalone) Antitrust Litigation E.D. Ten., MDL 2343, No. 1:12-cv-194

Demmick v. Cellco Partnership d/b/a Verizon Wireless D. Ct. N.J., No. 06-cv-2163

Cobb v. BSH Home Appliances Corporation C.D. Cal., No. 8:10-cv-00711

Fond du Lac Bumper Exchange Inc. v. Jui Li Enterprise Co. Ltd. (Direct & Indirect Purchasers Classes)

E.D. Wis., No. 2:09-cv-00852

Thomas v. Lennox Industries Inc. N.D. Ill., No. 1:13-cv-07747

In re Sears, Roebuck and Co. Front-Loading Washer Products Liability Litigation

N.D. Ill., No. 1:06-cv-07023

Chambers v. Whirlpool Corporation C.D. Cal., No. 8:11-cv-01733

Dial Corp. v. News Corp. S.D.N.Y., No. 1:13-cv-06802

Cole v. Asurion Corporation C.D. Cal., 2:06-cv-6649

Stender v. Archstone-Smith Operating Trust D. Colo., 1:07-cv-02503

Campos v. Calumet Transload Railroad, LLC N.D. Ill., 1:13-cv-08376

In re: Thee Home Depot, Inc., Customer Data Security Breach Litig.

N.D. Ga., 1:14-md-02583

Russell v. Kohl’s Department Stores, Inc. C. D. Cal., No 5:15-cv-01143

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19

Following is a list of cases in which our expert(s) were involved with a critique of the notice program and/or notices:

Barbanti v. W.R. Grace and Co. (Zonolite/Asbestos Litig.) Wash. Super. Ct., 00201756-6

In re W.R. Grace Co. (Asbestos Related Bankruptcy) Bankr. D. Del., No. 01-3293-JCS

In re USG Corp. (Asbestos Related Bankruptcy) Bankr. D. Del., No. 01-02094-RJN

Johnson v. Ethicon, Inc. (Product Liability Litigation) Cir. Ct. W. Va., Nos. 01-C-1530, 1531,

1533, 01-C-2491 to 2500

Parsons/Currie v. McDonalds Ont. S.C.J., No. 02-CV-235958CP/No. 02-

CV-238276

Chambers v. DaimlerChrysler Corp. (Neon Head Gaskets) N.C. Super. Ct., No. 01:CVS-1555

West v. Carfax, Inc. Ohio C.P., No. 04-CV-1898 (ADL)

Perrine v. E.I. Du Pont De Nemours & Co. Cir. Ct. W. Va., No. 04-C-296-2

Clark v. Pfizer, Inc. (Neurontin) C.P. Pa. Phila. Co., No. 9709-3162

In re Motor Fuel Temperature Sales Practices Litig. D. Kan., MDL No. 1840

Gallucci v. Boiron, Inc. S.D. Ca., No. 3:11-cv-02039

Tchoboian v. FedEx Office and Print Services, Inc. C.D. Cal., No.10-CV01008

In re Vitamin C Antitrust Litigation E.D. N.Y., No. 1:06-md-1738

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Attachment 3

EXHIBIT 1


UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF FLORIDA

QUESTIONS? CALL 1-___-___-____ TOLL-FREE OR VISIT www.ADDERALLXRSETTLEMENT.COM

If you purchased and paid for Adderall XR® anytime from January 1, 2007 to _________, 2016, your rights may be

affected and you could get a payment from a class action settlement.

A federal Court authorized this Notice. It is not a solicitation from a lawyer.

A settlement has been reached with Shire U.S., Inc. and Shire, LLC. (“Shire”) in a class action lawsuit about whether it acted unlawfully to delay and limit the availability of generic versions of Adderall XR® .

Shire has agreed to settle the lawsuit for $14,750,000. Those included can receive up to $16 for each eligible Adderall XR® prescription purchased.

You may be included in this settlement if you purchased and paid for some or all of the purchase price Adderall XR® (brand name only, for personal or household use) in Alabama, Arizona, California, Delaware, the District of Columbia, Florida, Georgia, Idaho, Illinois, Iowa, Kansas, Maine, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, North Dakota, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Utah, Vermont, West Virginia, or Wisconsin between January 1, 2007 to __________, 2016 (the “Settlement Class”).

Your rights are affected whether you act or don’t act. Read this Notice carefully.

YOUR LEGAL RIGHTS AND OPTIONS IN THIS SETTLEMENT:

SUBMIT A CLAIM FORM DEADLINE: _________, 2016

This is the only way you can receive a settlement payment. If you submit a Claim Form, you will give up the right to sue Shire in a separate lawsuit about the claims this settlement resolves.

ASK TO BE EXCLUDED DEADLINE: __________, 2016

This is the only option that allows you to sue, continue to sue, or be part of another lawsuit against Shire related to the legal claims this settlement resolves. However, you will give up the right to get a payment from this settlement. If you do not exclude yourself from this settlement, you will be bound by its terms if the settlement is approved by the Court

OBJECT TO THE SETTLEMENT DEADLINE: ____________, 2016

If you do not exclude yourself from the settlement, you may object to it by writing to the Court about why you don’t like the settlement.

GO TO A HEARING ON: _________, 2016

You may object to the settlement and ask the Court for permission to speak at the fairness hearing about your objection.

DO NOTHING

If you are included in the Settlement Class, you are automatically part of the settlement. If you do nothing, you will not get a payment from this settlement and you will give up the right to sue, continue to sue, or be part of another lawsuit against Shire about the legal claims resolved by this settlement.

These rights and options—and the deadlines to exercise them—are explained in this Notice.

The Court in charge of this case still has to decide whether to approve the settlement.

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QUESTIONS? CALL 1-___-___-____ TOLL-FREE OR VISIT www.ADDERALLXRSETTLEMENT.COM 2

WHAT THIS NOTICE CONTAINS 1.

BASIC INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .PAGE 3 1. Why was this Notice issued? 2. What is this lawsuit about? 3. What is a class action? 4. Why is there a settlement?

WHO IS INCLUDED IN THE SETTLEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . PAGE 3 5. How do I know whether I am part of the settlement? 6. Are there exceptions to being included? 7. What if I am still not sure whether I am part of the settlement?

THE SETTLEMENT BENEFITS—WHAT YOU GET IF YOU QUALIFY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . PAGE 4 8. What does the settlement provide? 9. How much will my payment be?

HOW TO GET A SETTLEMENT PAYMENT—SUBMITTING A CLAIM FORM . . . . . . . . . . . . . . . . . . . . . . . . . . .PAGE 4 10. How do I get a payment? 11. When would I get my payment? 12. What if my name or address changes after I submit a claim form, but before I receive my payment? 13. What rights am I giving up to get a payment and stay in the Settlement Class? 14. What are the Released Claims?

THE LAWYERS REPRESENTING YOU . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . PAGE 5 15. Do I have a lawyer in this case? 16. How will the lawyers be paid?

EXCLUDING YOURSELF FROM THE SETTLEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . PAGE 5 17. How do I get out of the settlement? 18. If I exclude myself, can I still get a payment from this settlement? 19. If I do not exclude myself, can I sue Shire for the same claims later?

OBJECTING TO THE SETTLEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . PAGE 5 20. How do I tell the Court that I do not like the settlement? 21. May I come to Court to speak about my objection? 22. What is the difference between objecting to the settlement and asking to be excluded from it?

THE COURT’S FAIRNESS HEARING. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . PAGE 6 23. When and where will the Court decide whether to approve the settlement? 24. Do I have to come to the hearing? 25. May I speak at the hearing?

IF YOU DO NOTHING. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . PAGE 6 26. What happens if I do nothing at all?

GETTING MORE INFORMATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .PAGE 7 27. How do I get more information?

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BASIC INFORMATION

1. Why was this Notice issued?

A federal Court authorized this Notice because you have a right to know about the proposed settlement of this class action lawsuit and about all of your options before the Court decides whether to grant final approval to the settlement. This Notice explains the lawsuit, the settlement, your legal rights, what benefits are available, and who can get them.

Judge Joan A. Lenard of the United States District Court for the Southern District of Florida is overseeing this class action. The case is known as Barba v. Shire U.S., Inc., Case No. 1:13-cv-21158. The people that filed this lawsuit are called the “Plaintiffs” and the companies they sued, Shire U.S., Inc. and Shire LLC are called the “Defendants.”

This Settlement will also resolve three similar lawsuits currently pending on other courts. Those lawsuits are: (1) Allyson Netwall v. Shire U.S. Inc. and Shire, LLC, E.D. Pa., Case No. 13-cv-1669 (“Netwall Action”); (2) Samantha Peluso v. Shire U.S. Inc. and Shire, LLC, D. N.J., Case No.15-cv-72259 (“Peluso Action”); and (3) Jessica Hartenstine, Jayme Dearing, and Rosemary Autrey v. Shire U.S. Inc. and Shire, LLC, D. Mass., Case No. 15-cv-14181 (“Hartenstine Action”).

2. What is this lawsuit about?

The lawsuit is about the price and availability of brand Adderall XR®. Plaintiffs claim that Shire delayed and lessened the availability of less expensive generic versions of Adderall XR® by: (1) filing false patent litigations; (2) filing a false Citizens Petition to delay the Food and Drug Administration’s approval of generic versions; (3) entering into financial agreements with generic drug manufacturers; (4) creating a shortage of generic versions by supplying less than agreed to; and (5) paying higher rebates to managed care organizations that agreed to the preferred placement of brand Adderall XR® instead of generic versions.

The Defendants deny all of the claims and allegations made in the lawsuit. Shire agreed to this settlement to avoid the cost and risk of a trial.

3. What is a class action?

In a class action, one or more people or entities called Class Representatives or Plaintiffs (in this case Monica Barba, Jonathan Reisman, Karen DeReus, Rayna DeReus, Jodi Leit, Mindi Leit, and Barrie Shanahan and Brian Shanahan on behalf of their minor child) sue on behalf of other people or entities with similar claims. The people and entities included in the class action are called a Class or Class Members. One court resolves the issues for all Class Members, except for those who exclude themselves from the Class.

4. Why is there a settlement?

The Court did not decide in favor of the Plaintiffs or Defendants. Instead, the Plaintiffs and Defendants agreed to a settlement. This way, they avoid the cost and burden of a trial and the people affected can get benefits. The Class Representatives and their attorneys think the settlement is best for all Settlement Class Members.

WHO IS INCLUDED IN THE SETTLEMENT

5. How do I know whether I am part of the settlement?

The settlement includes all persons who purchased and paid for some or all of the purchase price Adderall XR® (brand name only, for personal or household use) from January 1, 2007 to __________, 2016 in the District of Columbia, Alabama, Arizona, California, Delaware, Florida, Georgia, Idaho, Illinois, Iowa, Kansas, Maine, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, North Dakota, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Utah, Vermont, West Virginia, or Wisconsin (the “Territory”).

If your insurance plan requires you to pay a flat co-payment (the same fixed dollar amount whether you purchased Adderall XR® or generic equivalent) you are not included in the Settlement Class.

6. Are there exceptions to being included?

Yes. The settlement does not include: (1) third party payors; (2) persons and entities who purchased Adderall XR® directly from Shire; (3) persons and entities who purchased Adderall XR® only for resale purposes; (4) “Flat co-pay” or “Cadillac Plan” customers who only made fixed dollar-amount co-payments that did not vary between Adderall XR® and its generic equivalents; (5) patients with insurance coverage that provided for a flat-rate co-pay provision; (6) governmental entities;

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(7) Shire, its officers, directors, affiliates, legal representatives, employees, predecessors, successors, subsidiaries, affiliates and assigns, and entities in which Shire has a controlling interest; and (8) the judges, justices, magistrates or judicial officers presiding over this matter.

7. What if I am still not sure whether I am part of the settlement?

If you are not sure whether you are included, call 1-___-___-____, go to www.AdderallXRSettlement.com or write to one of the lawyers listed in Question 15 below.

THE SETTLEMENT BENEFITS—WHAT GET IF YOU QUALIFY

8. What does the settlement provide?

A $14,750,000 Settlement Fund has been established by Shire in this settlement. After deducting Court-approved attorneys’ fees, costs and expenses, service awards for the Class Representatives and related Plaintiffs, taxes, and the costs of settlement notice and administration (the “Net Settlement Fund”), the balance will be distributed to Settlement Class Members who submit a valid Claim Form. 74% of the Net Settlement Fund will be made available to Settlement Class Members who purchased Adderall XR® from January 1, 2007 through March 31, 2009 (the “pre-generic period”) and 26% will be made available to Settlement Class Members who purchased Adderall XR® from April 1, 2009 through [date of Preliminary Approval] (the “post generic period”).

Any money remaining in the Net Settlement Fund after making payments to Settlement Class Members will be distributed to Children and Adults with Attention Deficit Disorders (C.H.A.D.D). C.H.A.D.D is a national non-profit organization that works to improve the lives of affected people through education, advocacy, and support.

9. How much will my payment be?

You can receive up to $16 for each eligible Adderall XR® branded prescription purchased. Your share of the Net Settlement Fund will depend on: (1) when you purchased Adderall XR® (pre-generic period or post generic period); (2) the amount you purchased; (3) the amount of money you paid for those purchases; and (3) the total amount of purchases made by other Settlement Class Members. All Settlement Class Members will receive their share of the Net Settlement Fund in proportion to their eligible purchases during the pre-generic period and post generic period.

HOW TO GET A SETTLEMENT PAYMENT—SUBMITTING A CLAIM FORM

10. How do I get a payment?

You must complete and submit a claim form by ____________, 2016. Claim forms may be submitted online or downloaded for printing and submission via U.S. Mail at www.AdderallXRSettlement.com. Claim forms are also available by calling 1-___-___-____ or by writing to Barba v. Shire U.S., Inc. Settlement Administrator, PO Box _____, City, ST _____-____.

11. When would I get my payment?

The Court will hold a hearing at __:__ _.m. on Month __, 2016 to decide whether to grant final approval to the settlement. If the Court approves the settlement, there may be appeals. It is always uncertain whether appeals will be filed and, if so, how long it will take to resolve them. The Net Settlement Fund will be distributed to Settlement Class Members as soon as possible, if and when the Court grants final approval to the settlement.

12. What if my name or address changes after I submit a claim form, but before I receive my payment?

If your name or address needs to be corrected, you must send a letter to the Settlement Administrator at Barba v. Shire U.S., Inc. Settlement Administrator, PO Box _____, City, ST _____-____.

13. What rights am I giving up to get a payment and stay in the Settlement Class?

Unless you exclude yourself, you are staying in the Settlement Class. If the settlement is approved and becomes final, all of the Court’s orders will apply to you and legally bind you. You won’t be able to sue, continue to sue, or be part of any other lawsuit against Shire about the legal issues in this case, but you will be able to submit a claim form to receive a payment from this settlement. The rights you are giving up are called Released Claims.

14. What are the Released Claims?

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Generally, if and when the Settlement Agreement becomes final, Settlement Class Members will permanently release Shire—and its parents, subsidiaries, and affiliates, whether direct or indirect, the predecessors and successors of each of them, and their respective divisions, affiliates, joint ventures, stockholders, officers, directors, supervisory or advisory boards, insurers, general or limited liability partners, employees, agents, trustees, associates, attorneys or legal representatives (“the Released Parties”)—from all claims, debts, obligations, demands, actions, suits, causes of action, damages whenever incurred, liabilities of any nature whatsoever, including costs, expenses, penalties and attorneys’ fees, known or unknown, suspected or unsuspected, accrued in whole or in part, in law or equity, that the Settlement Class Member (including any of their past, present, and future officers, directors, insurers, general or limited liability partners, divisions, stockholders, agents, attorneys, employees, legal representatives, trustees, parents, associates, affiliates, joint ventures, subsidiaries, heirs, executors, administrators, predecessors, successors and assigns, acting in their capacity as such) (“the Releasors”), ever had, now has, or can, shall or may have, directly, representatively, derivatively or in any other capacity, arising out of or under the federal antitrust laws or under the antitrust, trade regulation, or consumer protection laws, and common law, of any of the following jurisdictions: the District of Columbia and the states of Alabama, Arizona, California, Delaware, Florida, Georgia, Idaho, Illinois, Iowa, Kansas, Maine, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, North Dakota, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Utah, Vermont, West Virginia, and Wisconsin, and relating in any way to any conduct alleged or asserted in any complaints filed by Plaintiffs in this class action or any other complaint filed by Plaintiffs, including any alleged delay in the manufacture, marketing or sale of any generic, or AG version of Adderall XR®, or any alleged overcharges in copays for Adderall XR® or any generic versions, before the date the Settlement Agreement becomes final (the “Effective Date”).

The specific claims you will be releasing are described in paragraph 1.8 of the Settlement Agreement, available at www.AdderallXRSettlement.com.

THE LAWYERS REPRESENTING YOU

15. Do I have a lawyer in this case?

Yes. Judge Lenard appointed the law firms of Kanner & Whiteley, LLC, Golomb & Honick, P.C., Milestein Adelman, LLP, and Ku & Mussman, PA to represent you and other Settlement Class Members as “Class Counsel.” These law firms and their lawyers are experienced in handling similar cases. You will not be charged for these lawyers. If you want to be represented by your own lawyer, you may hire one at your own expense.

16. How will the lawyers be paid?

Class Counsel will ask the Court for attorneys’ fees of up to 35% of the Settlement Fund (or $5,162,500) and reimbursement of their costs. The Court may award less than these amounts. All of these amounts, as well as $___ as service awards to the Class Representatives the Plaintiffs in the Netwall, Peluso, and Hartenstine Actions, the costs associated with administering the settlement (up to $500,000), will be paid from the Settlement Fund before making payments to Settlement Class Members who submit valid claim forms.

EXCLUDING YOURSELF FROM THE SETTLEMENT If you want to keep the right to sue or continue to sue Shire about the legal claims in this case, and you do not want to receive a payment from this settlement, you must take steps to get out of the settlement. This is called excluding yourself or opting out of the settlement.

17. How do I get out of the settlement?

To exclude yourself from the settlement, you must mail a written request for exclusion to the Settlement Administrator. Your request for exclusion must include: (1) your name and address and the name and address of the patient from whom the Adderall XR® was purchased, if different; (2) the name of this case, Barba v. Shire U.S., Inc., Case No. 1:13-cv-21158; (3) a statement that you are a Settlement Class Member and you wish to be excluded from the Settlement Class; (4) the number of Adderall XR® prescriptions and pills filled per month, per Class State, and the dollar amount you paid for them per month and (5) your signature. Your request for exclusion must be emailed or mailed to the Settlement Administrator at the address below and postmarked no later than ____________, 2016:

Barba v. Shire U.S., Inc. Settlement Administrator PO Box _____

City, ST _____-____

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18. If I exclude myself, can I still get a payment from this settlement?

No. If you exclude yourself, you are telling the Court that you don’t want to be part of the Settlement Class in this settlement. You can only get a payment if you stay in the Settlement Class and submit a claim form.

19. If I do not exclude myself, can I sue Shire for the same claims later?

No. Unless you exclude yourself, you are giving up the right to sue Shire for the claims that this settlement resolves. You must exclude yourself from this lawsuit to start or continue with your own lawsuit or be part of any other lawsuit against Shire.

OBJECTING TO THE SETTLEMENT You can tell the Court if you don’t agree with the settlement or any part of it.

20. How do I tell the Court that I do not like the settlement?

If you are a Settlement Class Member, you can object to the settlement if you do not like it or a portion of it. You can give reasons why you think the Court should not approve it. The Court will consider your views. To object, you must send a letter via First Class U.S. mail saying that you object to the settlement of Barba v. Shire U.S., Inc., Case No. 1:13-cv-21158. Your objection must also include: (1) your name; (2) your address; (3) the reasons why you object to the settlement, including any supporting documents; (4) the name, address and telephone number of the attorney representing you in your objection (if applicable), as well as any current or former attorney that may receive compensation relating to your objection; (5) a statement indicating whether you or the attorney representing you intends to appear or testify at the Court’s fairness hearing; (6) your signature or the signature of your attorney. Mail your objection to all three addresses below postmarked on or before _________________, 2016.

Clerk of the Court Class Counsel Defense Counsel

Clerk of the Court Wilkie D. Ferguson, Jr. U.S. Courthouse 400 North Miami Avenue Miami, FL 33128

Conlee S. Whiteley, Esq. KANNER & WHITELEY, LLC 701 Camp Street New Orleans, LA 70130

Porter F. Fleming, Esq. Michael F. Brockmeyer, Esq. David A. Zwally, Esq. Edgar H. Haug, Esq. FROMMER LAWRENCE & HAUG LLP 745 Fifth Avenue New York, NY 10151

21. May I come to Court to speak about my objection?

Yes. You or your attorney may speak at the Fairness Hearing about your objection. To do so, in addition to the information above, your objection must also include: (1) a statement that it is your “Notice of Intention to Appear in front of Judge Lenard at the Fairness Hearing in Barba v. Shire U.S., Inc., Case No. 1:13-cv-21158; (2) an outline of your positions and the reasons for them; and (3) copies of any supporting documents or briefs you want the Court to consider. Remember, your objection must be postmarked by ______________, 2016 and sent to all three addresses in Question 20.

22. What is the difference between objecting to the settlement and asking to be excluded from it?

Objecting is simply telling the Court that you don’t like something about the settlement. You can object only if you stay in the Settlement Class (do not exclude yourself). Excluding yourself is telling the Court that you don’t want to be part of the Settlement Class. If you exclude yourself, you cannot object because the settlement no longer affects you.

THE COURT’S FAIRNESS HEARING The Court will hold a hearing to decide whether to approve the settlement. You may attend and you may ask to speak, but you don’t have to.

23. When and where will the Court decide to approve the settlement?

The Court will hold a Fairness Hearing at __:__ _.m. on _______, _______, 2016 in Courtroom __ at the United States District Court for the Southern District of Florida, Wilkie D. Ferguson, Jr. U.S. Courthouse, 400 North Miami Avenue, Miami, Florida 33128. At this hearing, the Court will consider whether the settlement is fair, reasonable and adequate. It

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will also consider whether to approve Class Counsel’s request for an award of attorneys’ fees, expenses and costs, as well as a payment of $_____ as a service award for each of the Class Representatives. If there are objections, the Court will consider them. Judge Lenard will listen to people who have asked to speak at the hearing (see Question 21 above). After the hearing, the Court will decide whether to approve the settlement.

24. Do I have to come to the hearing?

No. Class Counsel will answer any questions Judge Lenard may have. However, you are welcome to come to the hearing at your own expense. If you send an objection, you do not have to come to Court to talk about it. As long as you mailed your written objection on time, the Court will consider it. You may also pay your own lawyer to attend, but that is not necessary.

25. May I speak at the hearing?

Yes. You may ask the Court for permission to speak at the Fairness Hearing, see Question 21 above.

IF YOU DO NOTHING

26. What happens if I do nothing at all?

If you are a Settlement Class Member and you do nothing, you will give up the rights explained in Question 14, including your right to start a lawsuit, continue with a lawsuit, or be part of any other lawsuit against Shire about the legal issues in this case. In addition, you will not receive a payment from the Net Settlement Fund.

GETTING MORE INFORMATION

27. How do I get more information?

This Notice summarizes the proposed settlement. Complete details are provided in the Settlement Agreement. The Settlement Agreement and other related documents are at www.AdderallXRSettlement.com. Additional information is also available by calling 1-___-___-____ or by writing to Barba v. Shire U.S., Inc. Settlement Administrator, PO Box _____, City, State _____-____. Publicly-filed documents can also be obtained by visiting the office of the Clerk of the United States District Court for the Southern District of Florida or reviewing the Court’s online docket.

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LEGAL NOTICE

If you purchased and paid for Adderall XR® anytime from January 1, 2007 to _________, 2016, you could get benefits from a class action settlement.

A settlement has been reached with Shire U.S., Inc. and Shire LLC (“Shire”) in a class action lawsuit alleging that it acted unlawfully to delay and limit the availability of generic versions of Adderall XR®. Shire denies the claims in the lawsuit and maintains that it did not act unlawfully. The Court has not decided who is right. Instead, the parties have agreed to settle this case and three related cases.WHO IS INCLUDED? The settlement includes all persons who purchased and paid for some or all of the purchase price Adderall XR® (brand name only, for personal or household use) from January 1, 2007 to __________, 2016 in Alabama, Arizona, California, Delaware, the District of Columbia, Florida, Georgia, Idaho, Illinois, Iowa, Kansas, Maine, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, North Dakota, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Utah, Vermont, West Virginia, and Wisconsin (“Settlement Class Members”). Third party payors, purchases made directly from Shire, purchases made for resale purposes, “Flat co-pay” and “Cadillac Plan” purchases (fixed dollar-amount co-payments that did not vary between brand name and generic equivalents), and flat-rate co-pay provision purchases are not included in the settlement.WHAT DOES THE SETTLEMENT PROVIDE? Shire will pay $14,750,000 into a Settlement Fund. After deducting Court-approved attorneys’ fees, costs and expenses, service awards for the Class Representatives and related Plaintiffs, taxes, and the costs of settlement notice and administration (the “Net Settlement Fund”), the balance will be distributed to Settlement Class Members who submit a valid Claim Form. 74% of the Net Settlement Fund will be made available to Settlement Class Members who made purchases from January 1, 2007 through March 31, 2009 (the “pre-generic period”) and 26% will be made for purchases made from April 1, 2009 through [date of Preliminary Approval] (the “post generic period”). Settlement Class Members can receive up to $16 for each eligible purchase (for example, if you have 5 eligible purchases, you may receive $80 (5 x $16)). HOW DO YOU ASK FOR BENEFITS? You must complete and submit a claim form by ____________, 2016. Claim forms may be submitted online or downloaded for printing and submission via U.S. Mail at www.AdderallXRSettlement.com. Claim forms are also available by calling 1-___-___-____ or by writing to the Settlement Administrator at the address listed below.YOUR OTHER OPTIONS. If you do nothing, your rights will be affected but you will not get a settlement payment. If you do not want to be legally bound by the settlement, you must exclude yourself from it by mailing or emailing a written exclusion to the Settlement Administrator. The deadline to exclude yourself is _______________, 2016. Unless you exclude yourself, you will not be able to sue or continue to sue Shire for any claim resolved by this settlement or released by the Settlement Agreement. If you exclude yourself, you cannot get a payment from the settlement but are free to pursue any claims that you may have against Shire in a different lawsuit. If you stay in the settlement (that is, don’t exclude yourself), you may object to it by ___________, 2016. More information can be found in the detailed notice and Settlement Agreement, which are available at www.AdderallXRSettlement.com.THE COURT’S FAIRNESS HEARING. The U.S. District Court for the Southern District of Florida, located at 400 North Miami Avenue, Miami, Florida 33128, will hold a hearing in this case (Barba v. Shire U.S., Inc., Case No. 1:13-cv-21158) on _______, 2016, at __ a.m.. At the fairness hearing, the Court will decide whether to approve: the settlement; a request for service awards to each of the Class Representatives and related Plaintiffs; and up to 35% of the Settlement Fund in attorneys’ fees plus reimbursement of costs to Class Counsel. If approved, these fees, expenses and awards, as well as the costs to administer the settlement will be deducted from the Settlement Fund before making payments to Settlement Class Members. You may appear at the hearing, but you do not have to. You may also hire your own attorney, at your own expense, to appear or speak for you at the hearing.WANT MORE INFORMATION? Visit www.AdderallXRSettlement.com, call 800-xxx-xxxx, or write to Barba v. Shire U.S., Inc. Settlement Administrator, _______________________.

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Internet Banners

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If you have questions about this Claim Form visit www.adderallxrsettlement.com, email [email protected] or call the Settlement Administrator at 1-800-XXXX

ADDERALL XR® SETTLEMENT CLAIM FORM

If you wish to make a claim to receive monetary compensation as described in the Settlement Agreement, you must submit this Claim Form to the Class Action Settlement Administrator, either by completing and submitting it online at www.AdderallXRSettlement.com, by printing and emailing the completed Claim Form to [email protected], or by mailing the completed Claim Form to: Settlement Administrator, PO Box 40007, College Station, TX 77842-4007. The Claim Form must be completed, verified and submitted online OR completed, signed, and postmarked on or before [DATE]. Your claim is subject to review by the Settlement Administrator and you may be contacted by the Settlement Administrator for additional information. To qualify for monetary compensation, you must have purchased and paid some money (i.e., paid to fill a prescription) for branded Adderall XR® from January 1, 2007 through [insert the date of Preliminary Approval of the Settlement], for personal or household use (including use by a dependent or family member) in the following states (collectively, the “Territory”): The District of Columbia Alabama Arizona California Delaware Florida Georgia Idaho Illinois

Iowa Kansas Maine Massachusetts Michigan Minnesota Mississippi Missouri Montana Nebraska

Nevada New Hampshire New Jersey New Mexico New York North Carolina North Dakota Oregon Pennsylvania Rhode Island

South Carolina South Dakota Tennessee Utah Vermont West Virginia Wisconsin

A complete definition of the class qualifications and exclusions is provided in the Settlement Agreement, which is available at www.AdderallXRSettlement.com. Only claims for Adderall XR will be paid. If you purchased and paid some money for either generic Adderall XR® or any form of immediate release Adderall®, those purchases do not qualify for any monetary compensation.

Purchases of Adderall XR® for yourself or your dependent or family member are included. Other purchases, such as for resale or for commercial purposes (e.g., as a third party payor) are excluded. Your purchases are also excluded if you purchased using an insurance plan under which you paid the same co-pay amount for branded drugs that you would pay for a generic version of that branded drug (e.g., a flat co-pay plan).

You are also excluded from relief if you are an officer, director, legal representative, or employee of Shire.

There is a limit of one Claim Form per person (on which you may claim multiple paid prescriptions). Separate Claim Forms must be completed for or on behalf of each member of your family or household who wishes to make a claim. The total monetary amount you receive

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will depend upon the number of valid claims made by all class members, up to a maximum of $16 per qualifying branded Adderall XR® prescription you filled. For example, if you filled 5 qualifying prescriptions, you would be entitled to up to $80 (5 x $16=$80). A qualifying prescription is one in which Adderall XR® was purchased under the terms and conditions set forth in this Notice and the Settlement Agreement. Claim Forms must be submitted online at www.adderallXRSettlement.com, emailed to [email protected] or mailed to: Settlement Administrator, PO Box 40007, College Station, TX 77842-4007.

Please provide the following required information:

Claimant Information

Check here to confirm your prescription drug coverage required a higher co-pay for a branded drug than a generic drug

Check here if you are a parent or guardian of the branded Adderall XR® patient for whom you paid for prescriptions

___________________________________ Patient Name (If Different from Purchaser Name (First, MI, Last)) Purchaser Name (First, MI, Last)

( ) Purchaser Daytime Phone

Purchaser Current Street Address

Apartment/Unit

City

State ZIP

Purchaser Email and/or telephone number: __________________________________________

Qualification Information

Please complete the below: How many Adderall XR® prescriptions did you fill between 1/1/07 and 3/31/09: ___________ (e.g., if you filled 4 prescriptions during this period, write “4”; you will then be eligible to receive up to $64 (4 x $16=$64) total for this time period).

How many Adderall XR® prescriptions did you fill between 4/1/09 and [insert the date of Preliminary Approval of the Settlement]: ___________ (e.g., if you filled 6 prescriptions during this period, write “6”; you will then be eligible to receive up to $96 (6 x $16=$96) total for this time period).

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Note: The amount paid per prescription filled before 3/19/09 may differ from the amount paid per prescription after 3/31/09 depending on the number of claims and prescriptions submitted for each period.

State the name of your health insurance carrier(s) that covered part of any Adderall XR® prescription you filled, if any: __________________________________________________________________________________________________________________________________________________________ (if none, write “N/A” or “none”; if you do not recall, write “do not recall” or list as many as you can remember)

Identify each pharmacy at which you filled a prescription for Adderall XR® between 1/1/07 and [insert the date of Preliminary Approval of the Settlement]:

Pharmacy Name City State

CERTIFICATION

Please read, date, and sign or verify the statement below. This is required for all claims. I hereby certify under the penalty of perjury that the information provided on this Claim Form is true and correct and that I paid money for branded Adderall XR® in the Territory between January 1, 2007 and [insert the date of Preliminary Approval of the Settlement] for each of the Adderall XR® prescriptions for which I am here seeking reimbursement. I understand my claim is subject to review by the Settlement Administrator and I may be contacted by the Settlement Administrator if there are questions about my claim or additional information is needed to verify my claim. I also understand that my claim will be denied if the information I have submitted is false or inaccurate. Signed: Dated: (mm/dd/yyyy):

SUBMIT OR POSTMARK THIS CLAIM FORM ON OR BEFORE [DATE], OR YOUR CLAIM FOR PAYMENT WILL BE REJECTED.

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Attachment 6

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If you have questions about this Request for Exclusion visit www.adderallxrsettlement.com or call the Settlement Administrator at 1-800-XXXX

ADDERALL XR® SETTLEMENT REQUEST FOR EXCLUSION

If you wish to exclude yourself from the Settlement and the Settlement Agreement, you must submit this Request for Exclusion Form to the Class Action Settlement Administrator, either by completing and submitting by email to [email protected] or by printing it, completing it, and mailing it to: Settlement Administrator, PO Box 40007, College Station, TX 77842-4007. This form must be completed, verified and submitted online OR completed, signed, and postmarked on or before [DATE] for it to be valid. I, ________________________________, am a member of the Settlement Class and wish to be excluded from the settlement in Barba, et al., v. Shire U.S., Inc. et al., No. 13-cv-21158 (S.D. Florida). Signed: Dated: (mm/dd/yyyy):


___________________________________

Patient Name (If Different from Purchaser Name (First, MI, Last))

SUBMIT OR POSTMARK THIS REQUEST FOR EXCLUSION ON OR BEFORE [DATE], OR YOUR REQUEST FOR EXCLUSION WILL BE REJECTED.

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LEGAL NOTICE

If you purchased and paid for Adderall XR® anytime from January 1, 2007 to _________, 2016, you could get

benefits from a class action settlement. A settlement has been reached with Shire U.S., Inc. and Shire LLC (“Shire”) in a class action lawsuit alleging that it acted unlawfully to delay and limit the availability of generic versions of Adderall XR®. Shire denies the claims in the lawsuit and maintains that it did not act unlawfully. The Court has not decided who is right. Instead, the parties have agreed to settle this case and three related cases.

WHO IS INCLUDED? The settlement includes all persons who purchased and paid for some or all of the purchase price Adderall XR® (brand name only, for personal or household use) from January 1, 2007 to __________, 2016 in Alabama, Arizona, California, Delaware, the District of Columbia, Florida, Georgia, Idaho, Illinois, Iowa, Kansas, Maine, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, North Dakota, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Utah, Vermont, West Virginia, and Wisconsin (“Settlement Class Members”). Third party payors, purchases made directly from Shire, purchases made for resale purposes, “Flat co-pay” and “Cadillac Plan” purchases (fixed dollar-amount co-payments that did not vary between brand name and generic equivalents), and flat-rate co-pay provision purchases are not included in the settlement.

WHAT DOES THE SETTLEMENT PROVIDE? Shire will pay $14,750,000 into a Settlement Fund. After deducting Court-approved attorneys’ fees, costs and expenses, service awards for the Class Representatives and related Plaintiffs, taxes, and the costs of settlement notice and administration (the “Net Settlement Fund”), the balance will be distributed to Settlement Class Members who submit a valid Claim Form. 74% of the Net Settlement Fund will be made available to Settlement Class Members who made purchases from January 1, 2007 through March 31, 2009 (the “pre-generic period”) and 26% will be made for purchases made from April 1, 2009 through [date of Preliminary Approval] (the “post generic period”). Settlement Class Members can receive up to $16 for each eligible purchase (for example, if you have 5 eligible purchases, you may receive $80 (5 x $16)).

HOW DO YOU ASK FOR BENEFITS?

You must complete and submit a claim form by ____________, 2016. Claim forms may be submitted online or downloaded for printing and submission via U.S. Mail at www.AdderallXRSettlement.com. Claim forms are also available by calling 1-___-___-____ or by writing to the Settlement Administrator at the address listed below.

YOUR OTHER OPTIONS. If you do nothing, your rights will be affected but you will not get a settlement payment. If you do not want to be legally bound by the settlement, you must exclude yourself from it by mailing or emailing a written exclusion to the Settlement Administrator. The deadline to exclude yourself is _________________, 2016. Unless you exclude yourself, you will not be able to sue or continue to sue Shire for any claim resolved by this settlement or released by the Settlement Agreement. If you exclude yourself, you cannot get a payment from the settlement but are free to pursue any claims that you may have against Shire in a different lawsuit. If you stay in the settlement (that is, don’t exclude yourself), you may object to it by ___________, 2016. More information can be found in the detailed notice and Settlement Agreement, which are available at www._________________.com.

THE COURT’S FAIRNESS HEARING.

The U.S. District Court for the Southern District of Florida, located at 400 North Miami Avenue, Miami, Florida 33128, will hold a hearing in this case (Barba v. Shire U.S., Inc., Case No. 1:13-cv-21158) on _______, 2016, at __ a.m.. At the fairness hearing, the Court will decide whether to approve: the settlement; a request for service awards to each of the Class Representatives and related Plaintiffs; and up to 35% of the Settlement Fund in attorneys’ fees plus reimbursement of costs to Class Counsel. If approved, these fees, expenses and awards, as well as the costs to administer the settlement will be deducted from the Settlement Fund before making payments to Settlement Class Members. You may appear at the hearing, but you do not have to. You may also hire your own attorney, at your own expense, to appear or speak for you at the hearing.

WANT MORE INFORMATION?

Visit www.________.com, call 800-xxx-xxxx, or write to Barba v. Shire U.S., Inc. Settlement Administrator, _______________________.

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UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF FLORIDA

QUESTIONS? CALL 1-___-___-____ TOLL-FREE OR VISIT www.ADDERALLXRSETTLEMENT.COM

If you purchased and paid for Adderall XR® anytime from January 1, 2007 to _________, 2016, your rights may be

affected and you could get a payment from a class action settlement.

A federal Court authorized this Notice. It is not a solicitation from a lawyer.

A settlement has been reached with Shire U.S., Inc. and Shire, LLC. (“Shire”) in a class action lawsuit about whether it acted unlawfully to delay and limit the availability of generic versions of Adderall XR® .

Shire has agreed to settle the lawsuit for $14,750,000. Those included can receive up to $16 for each eligible Adderall XR® prescription purchased.

You may be included in this settlement if you purchased and paid for some or all of the purchase price Adderall XR® (brand name only, for personal or household use) in Alabama, Arizona, California, Delaware, the District of Columbia, Florida, Georgia, Idaho, Illinois, Iowa, Kansas, Maine, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, North Dakota, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Utah, Vermont, West Virginia, or Wisconsin between January 1, 2007 to __________, 2016 (the “Settlement Class”).

Your rights are affected whether you act or don’t act. Read this Notice carefully.

YOUR LEGAL RIGHTS AND OPTIONS IN THIS SETTLEMENT:

SUBMIT A CLAIM FORM DEADLINE: _________, 2016

This is the only way you can receive a settlement payment. If you submit a Claim Form, you will give up the right to sue Shire in a separate lawsuit about the claims this settlement resolves.

ASK TO BE EXCLUDED DEADLINE: __________, 2016

This is the only option that allows you to sue, continue to sue, or be part of another lawsuit against Shire related to the legal claims this settlement resolves. However, you will give up the right to get a payment from this settlement. If you do not exclude yourself from this settlement, you will be bound by its terms if the settlement is approved by the Court

OBJECT TO THE SETTLEMENT DEADLINE: ____________, 2016

If you do not exclude yourself from the settlement, you may object to it by writing to the Court about why you don’t like the settlement.

GO TO A HEARING ON: _________, 2016

You may object to the settlement and ask the Court for permission to speak at the fairness hearing about your objection.

DO NOTHING

If you are included in the Settlement Class, you are automatically part of the settlement. If you do nothing, you will not get a payment from this settlement and you will give up the right to sue, continue to sue, or be part of another lawsuit against Shire about the legal claims resolved by this settlement.

These rights and options—and the deadlines to exercise them—are explained in this Notice.

The Court in charge of this case still has to decide whether to approve the settlement.

Exhibit G

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WHAT THIS NOTICE CONTAINS 1.

BASIC INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .PAGE 3 1. Why was this Notice issued? 2. What is this lawsuit about? 3. What is a class action? 4. Why is there a settlement?

WHO IS INCLUDED IN THE SETTLEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . PAGE 3 5. How do I know whether I am part of the settlement? 6. Are there exceptions to being included? 7. What if I am still not sure whether I am part of the settlement?

THE SETTLEMENT BENEFITS—WHAT YOU GET IF YOU QUALIFY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . PAGE 4 8. What does the settlement provide? 9. How much will my payment be?

HOW TO GET A SETTLEMENT PAYMENT—SUBMITTING A CLAIM FORM . . . . . . . . . . . . . . . . . . . . . . . . . . .PAGE 4 10. How do I get a payment? 11. When would I get my payment? 12. What if my name or address changes after I submit a claim form, but before I receive my payment? 13. What rights am I giving up to get a payment and stay in the Settlement Class? 14. What are the Released Claims?

THE LAWYERS REPRESENTING YOU . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . PAGE 5 15. Do I have a lawyer in this case? 16. How will the lawyers be paid?

EXCLUDING YOURSELF FROM THE SETTLEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . PAGE 5 17. How do I get out of the settlement? 18. If I exclude myself, can I still get a payment from this settlement? 19. If I do not exclude myself, can I sue Shire for the same claims later?

OBJECTING TO THE SETTLEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . PAGE 5 20. How do I tell the Court that I do not like the settlement? 21. May I come to Court to speak about my objection? 22. What is the difference between objecting to the settlement and asking to be excluded from it?

THE COURT’S FAIRNESS HEARING. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . PAGE 6 23. When and where will the Court decide whether to approve the settlement? 24. Do I have to come to the hearing? 25. May I speak at the hearing?

IF YOU DO NOTHING. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . PAGE 6 26. What happens if I do nothing at all?

GETTING MORE INFORMATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .PAGE 7 27. How do I get more information?

Exhibit G

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BASIC INFORMATION

1. Why was this Notice issued?

A federal Court authorized this Notice because you have a right to know about the proposed settlement of this class action lawsuit and about all of your options before the Court decides whether to grant final approval to the settlement. This Notice explains the lawsuit, the settlement, your legal rights, what benefits are available, and who can get them.

Judge Joan A. Lenard of the United States District Court for the Southern District of Florida is overseeing this class action. The case is known as Barba v. Shire U.S., Inc., Case No. 1:13-cv-21158. The people that filed this lawsuit are called the “Plaintiffs” and the companies they sued, Shire U.S., Inc. and Shire LLC are called the “Defendants.”

This Settlement will also resolve three similar lawsuits currently pending on other courts. Those lawsuits are: (1) Allyson Netwall v. Shire U.S. Inc. and Shire, LLC, E.D. Pa., Case No. 13-cv-1669 (“Netwall Action”); (2) Samantha Peluso v. Shire U.S. Inc. and Shire, LLC, D. N.J., Case No.15-cv-72259 (“Peluso Action”); and (3) Jessica Hartenstine, Jayme Dearing, and Rosemary Autrey v. Shire U.S. Inc. and Shire, LLC, D. Mass., Case No. 15-cv-14181 (“Hartenstine Action”).

2. What is this lawsuit about?

The lawsuit is about the price and availability of brand Adderall XR®. Plaintiffs claim that Shire delayed and lessened the availability of less expensive generic versions of Adderall XR® by: (1) filing false patent litigations; (2) filing a false Citizens Petition to delay the Food and Drug Administration’s approval of generic versions; (3) entering into financial agreements with generic drug manufacturers; (4) creating a shortage of generic versions by supplying less than agreed to; and (5) paying higher rebates to managed care organizations that agreed to the preferred placement of brand Adderall XR® instead of generic versions.

The Defendants deny all of the claims and allegations made in the lawsuit. Shire agreed to this settlement to avoid the cost and risk of a trial.

3. What is a class action?

In a class action, one or more people or entities called Class Representatives or Plaintiffs (in this case Monica Barba, Jonathan Reisman, Karen DeReus, Rayna DeReus, Jodi Leit, Mindi Leit, and Barrie Shanahan and Brian Shanahan on behalf of their minor child) sue on behalf of other people or entities with similar claims. The people and entities included in the class action are called a Class or Class Members. One court resolves the issues for all Class Members, except for those who exclude themselves from the Class.

4. Why is there a settlement?

The Court did not decide in favor of the Plaintiffs or Defendants. Instead, the Plaintiffs and Defendants agreed to a settlement. This way, they avoid the cost and burden of a trial and the people affected can get benefits. The Class Representatives and their attorneys think the settlement is best for all Settlement Class Members.

WHO IS INCLUDED IN THE SETTLEMENT

5. How do I know whether I am part of the settlement?

The settlement includes all persons who purchased and paid for some or all of the purchase price Adderall XR® (brand name only, for personal or household use) from January 1, 2007 to __________, 2016 in the District of Columbia, Alabama, Arizona, California, Delaware, Florida, Georgia, Idaho, Illinois, Iowa, Kansas, Maine, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, North Dakota, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Utah, Vermont, West Virginia, or Wisconsin (the “Territory”).

If your insurance plan requires you to pay a flat co-payment (the same fixed dollar amount whether you purchased Adderall XR® or generic equivalent) you are not included in the Settlement Class.

6. Are there exceptions to being included?

Yes. The settlement does not include: (1) third party payors; (2) persons and entities who purchased Adderall XR® directly from Shire; (3) persons and entities who purchased Adderall XR® only for resale purposes; (4) “Flat co-pay” or “Cadillac Plan” customers who only made fixed dollar-amount co-payments that did not vary between Adderall XR® and its generic equivalents; (5) patients with insurance coverage that provided for a flat-rate co-pay provision; (6) governmental entities;

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(7) Shire, its officers, directors, affiliates, legal representatives, employees, predecessors, successors, subsidiaries, affiliates and assigns, and entities in which Shire has a controlling interest; and (8) the judges, justices, magistrates or judicial officers presiding over this matter.

7. What if I am still not sure whether I am part of the settlement?

If you are not sure whether you are included, call 1-___-___-____, go to www.AdderallXRSettlement.com or write to one of the lawyers listed in Question 15 below.

THE SETTLEMENT BENEFITS—WHAT GET IF YOU QUALIFY

8. What does the settlement provide?

A $14,750,000 Settlement Fund has been established by Shire in this settlement. After deducting Court-approved attorneys’ fees, costs and expenses, service awards for the Class Representatives and related Plaintiffs, taxes, and the costs of settlement notice and administration (the “Net Settlement Fund”), the balance will be distributed to Settlement Class Members who submit a valid Claim Form. 74% of the Net Settlement Fund will be made available to Settlement Class Members who purchased Adderall XR® from January 1, 2007 through March 31, 2009 (the “pre-generic period”) and 26% will be made available to Settlement Class Members who purchased Adderall XR® from April 1, 2009 through [date of Preliminary Approval] (the “post generic period”).

Any money remaining in the Net Settlement Fund after making payments to Settlement Class Members will be distributed to Children and Adults with Attention Deficit Disorders (C.H.A.D.D). C.H.A.D.D is a national non-profit organization that works to improve the lives of affected people through education, advocacy, and support.

9. How much will my payment be?

You can receive up to $16 for each eligible Adderall XR® branded prescription purchased. Your share of the Net Settlement Fund will depend on: (1) when you purchased Adderall XR® (pre-generic period or post generic period); (2) the amount you purchased; (3) the amount of money you paid for those purchases; and (3) the total amount of purchases made by other Settlement Class Members. All Settlement Class Members will receive their share of the Net Settlement Fund in proportion to their eligible purchases during the pre-generic period and post generic period.

HOW TO GET A SETTLEMENT PAYMENT—SUBMITTING A CLAIM FORM

10. How do I get a payment?

You must complete and submit a claim form by ____________, 2016. Claim forms may be submitted online or downloaded for printing and submission via U.S. Mail at www.AdderallXRSettlement.com. Claim forms are also available by calling 1-___-___-____ or by writing to Barba v. Shire U.S., Inc. Settlement Administrator, PO Box _____, City, ST _____-____.

11. When would I get my payment?

The Court will hold a hearing at __:__ _.m. on Month __, 2016 to decide whether to grant final approval to the settlement. If the Court approves the settlement, there may be appeals. It is always uncertain whether appeals will be filed and, if so, how long it will take to resolve them. The Net Settlement Fund will be distributed to Settlement Class Members as soon as possible, if and when the Court grants final approval to the settlement.

12. What if my name or address changes after I submit a claim form, but before I receive my payment?

If your name or address needs to be corrected, you must send a letter to the Settlement Administrator at Barba v. Shire U.S., Inc. Settlement Administrator, PO Box _____, City, ST _____-____.

13. What rights am I giving up to get a payment and stay in the Settlement Class?

Unless you exclude yourself, you are staying in the Settlement Class. If the settlement is approved and becomes final, all of the Court’s orders will apply to you and legally bind you. You won’t be able to sue, continue to sue, or be part of any other lawsuit against Shire about the legal issues in this case, but you will be able to submit a claim form to receive a payment from this settlement. The rights you are giving up are called Released Claims.

14. What are the Released Claims?

Exhibit G

EXHIBIT 1



Generally, if and when the Settlement Agreement becomes final, Settlement Class Members will permanently release Shire—and its parents, subsidiaries, and affiliates, whether direct or indirect, the predecessors and successors of each of them, and their respective divisions, affiliates, joint ventures, stockholders, officers, directors, supervisory or advisory boards, insurers, general or limited liability partners, employees, agents, trustees, associates, attorneys or legal representatives (“the Released Parties”)—from all claims, debts, obligations, demands, actions, suits, causes of action, damages whenever incurred, liabilities of any nature whatsoever, including costs, expenses, penalties and attorneys’ fees, known or unknown, suspected or unsuspected, accrued in whole or in part, in law or equity, that the Settlement Class Member (including any of their past, present, and future officers, directors, insurers, general or limited liability partners, divisions, stockholders, agents, attorneys, employees, legal representatives, trustees, parents, associates, affiliates, joint ventures, subsidiaries, heirs, executors, administrators, predecessors, successors and assigns, acting in their capacity as such) (“the Releasors”), ever had, now has, or can, shall or may have, directly, representatively, derivatively or in any other capacity, arising out of or under the federal antitrust laws or under the antitrust, trade regulation, or consumer protection laws, and common law, of any of the following jurisdictions: the District of Columbia and the states of Alabama, Arizona, California, Delaware, Florida, Georgia, Idaho, Illinois, Iowa, Kansas, Maine, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, North Dakota, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Utah, Vermont, West Virginia, and Wisconsin, and relating in any way to any conduct alleged or asserted in any complaints filed by Plaintiffs in this class action or any other complaint filed by Plaintiffs, including any alleged delay in the manufacture, marketing or sale of any generic, or AG version of Adderall XR®, or any alleged overcharges in copays for Adderall XR® or any generic versions, before the date the Settlement Agreement becomes final (the “Effective Date”).

The specific claims you will be releasing are described in paragraph 1.8 of the Settlement Agreement, available at www.AdderallXRSettlement.com.

THE LAWYERS REPRESENTING YOU

15. Do I have a lawyer in this case?

Yes. Judge Lenard appointed the law firms of Kanner & Whiteley, LLC, Golomb & Honick, P.C., Milestein Adelman, LLP, and Ku & Mussman, PA to represent you and other Settlement Class Members as “Class Counsel.” These law firms and their lawyers are experienced in handling similar cases. You will not be charged for these lawyers. If you want to be represented by your own lawyer, you may hire one at your own expense.

16. How will the lawyers be paid?

Class Counsel will ask the Court for attorneys’ fees of up to 35% of the Settlement Fund (or $5,162,500) and reimbursement of their costs. The Court may award less than these amounts. All of these amounts, as well as $___ as service awards to the Class Representatives the Plaintiffs in the Netwall, Peluso, and Hartenstine Actions, the costs associated with administering the settlement (up to $500,000), will be paid from the Settlement Fund before making payments to Settlement Class Members who submit valid claim forms.

EXCLUDING YOURSELF FROM THE SETTLEMENT If you want to keep the right to sue or continue to sue Shire about the legal claims in this case, and you do not want to receive a payment from this settlement, you must take steps to get out of the settlement. This is called excluding yourself or opting out of the settlement.

17. How do I get out of the settlement?

To exclude yourself from the settlement, you must mail a written request for exclusion to the Settlement Administrator. Your request for exclusion must include: (1) your name and address and the name and address of the patient from whom the Adderall XR® was purchased, if different; (2) the name of this case, Barba v. Shire U.S., Inc., Case No. 1:13-cv-21158; (3) a statement that you are a Settlement Class Member and you wish to be excluded from the Settlement Class; (4) the number of Adderall XR® prescriptions and pills filled per month, per Class State, and the dollar amount you paid for them per month and (5) your signature. Your request for exclusion must be emailed or mailed to the Settlement Administrator at the address below and postmarked no later than ____________, 2016:

Barba v. Shire U.S., Inc. Settlement Administrator PO Box _____

City, ST _____-____

[settlement administrator email]

Exhibit G

EXHIBIT 1



18. If I exclude myself, can I still get a payment from this settlement?

No. If you exclude yourself, you are telling the Court that you don’t want to be part of the Settlement Class in this settlement. You can only get a payment if you stay in the Settlement Class and submit a claim form.

19. If I do not exclude myself, can I sue Shire for the same claims later?

No. Unless you exclude yourself, you are giving up the right to sue Shire for the claims that this settlement resolves. You must exclude yourself from this lawsuit to start or continue with your own lawsuit or be part of any other lawsuit against Shire.

OBJECTING TO THE SETTLEMENT You can tell the Court if you don’t agree with the settlement or any part of it.

20. How do I tell the Court that I do not like the settlement?

If you are a Settlement Class Member, you can object to the settlement if you do not like it or a portion of it. You can give reasons why you think the Court should not approve it. The Court will consider your views. To object, you must send a letter via First Class U.S. mail saying that you object to the settlement of Barba v. Shire U.S., Inc., Case No. 1:13-cv-21158. Your objection must also include: (1) your name; (2) your address; (3) the reasons why you object to the settlement, including any supporting documents; (4) the name, address and telephone number of the attorney representing you in your objection (if applicable), as well as any current or former attorney that may receive compensation relating to your objection; (5) a statement indicating whether you or the attorney representing you intends to appear or testify at the Court’s fairness hearing; (6) your signature or the signature of your attorney. Mail your objection to all three addresses below postmarked on or before _________________, 2016.

Clerk of the Court Class Counsel Defense Counsel

Clerk of the Court Wilkie D. Ferguson, Jr. U.S. Courthouse 400 North Miami Avenue Miami, FL 33128

Conlee S. Whiteley, Esq. KANNER & WHITELEY, LLC 701 Camp Street New Orleans, LA 70130

Porter F. Fleming, Esq. Michael F. Brockmeyer, Esq. David A. Zwally, Esq. Edgar H. Haug, Esq. FROMMER LAWRENCE & HAUG LLP 745 Fifth Avenue New York, NY 10151

21. May I come to Court to speak about my objection?

Yes. You or your attorney may speak at the Fairness Hearing about your objection. To do so, in addition to the information above, your objection must also include: (1) a statement that it is your “Notice of Intention to Appear in front of Judge Lenard at the Fairness Hearing in Barba v. Shire U.S., Inc., Case No. 1:13-cv-21158; (2) an outline of your positions and the reasons for them; and (3) copies of any supporting documents or briefs you want the Court to consider. Remember, your objection must be postmarked by ______________, 2016 and sent to all three addresses in Question 20.

22. What is the difference between objecting to the settlement and asking to be excluded from it?

Objecting is simply telling the Court that you don’t like something about the settlement. You can object only if you stay in the Settlement Class (do not exclude yourself). Excluding yourself is telling the Court that you don’t want to be part of the Settlement Class. If you exclude yourself, you cannot object because the settlement no longer affects you.

THE COURT’S FAIRNESS HEARING The Court will hold a hearing to decide whether to approve the settlement. You may attend and you may ask to speak, but you don’t have to.

23. When and where will the Court decide to approve the settlement?

The Court will hold a Fairness Hearing at __:__ _.m. on _______, _______, 2016 in Courtroom __ at the United States District Court for the Southern District of Florida, Wilkie D. Ferguson, Jr. U.S. Courthouse, 400 North Miami Avenue, Miami, Florida 33128. At this hearing, the Court will consider whether the settlement is fair, reasonable and adequate. It

Exhibit G

EXHIBIT 1



will also consider whether to approve Class Counsel’s request for an award of attorneys’ fees, expenses and costs, as well as a payment of $_____ as a service award for each of the Class Representatives. If there are objections, the Court will consider them. Judge Lenard will listen to people who have asked to speak at the hearing (see Question 21 above). After the hearing, the Court will decide whether to approve the settlement.

24. Do I have to come to the hearing?

No. Class Counsel will answer any questions Judge Lenard may have. However, you are welcome to come to the hearing at your own expense. If you send an objection, you do not have to come to Court to talk about it. As long as you mailed your written objection on time, the Court will consider it. You may also pay your own lawyer to attend, but that is not necessary.

25. May I speak at the hearing?

Yes. You may ask the Court for permission to speak at the Fairness Hearing, see Question 21 above.

IF YOU DO NOTHING

26. What happens if I do nothing at all?

If you are a Settlement Class Member and you do nothing, you will give up the rights explained in Question 14, including your right to start a lawsuit, continue with a lawsuit, or be part of any other lawsuit against Shire about the legal issues in this case. In addition, you will not receive a payment from the Net Settlement Fund.

GETTING MORE INFORMATION

27. How do I get more information?

This Notice summarizes the proposed settlement. Complete details are provided in the Settlement Agreement. The Settlement Agreement and other related documents are at www.AdderallXRSettlement.com. Additional information is also available by calling 1-___-___-____ or by writing to Barba v. Shire U.S., Inc. Settlement Administrator, PO Box _____, City, State _____-____. Publicly-filed documents can also be obtained by visiting the office of the Clerk of the United States District Court for the Southern District of Florida or reviewing the Court’s online docket.

Exhibit G

EXHIBIT 1



EXHIBIT H

CLAIM FORM

ADDERALL XR® SETTLEMENT CLAIM FORM

If you wish to make a claim to receive monetary compensation as described in the Settlement Agreement, you must submit this Claim Form to the Class Action Settlement Administrator, either by completing and submitting it online at www.AdderallXRSettlement.com, by printing and emailing the completed Claim Form to [email protected], or by mailing the completed Claim Form to: Settlement Administrator, PO Box 40007, College Station, TX 77842-4007. The Claim Form must be completed, verified and submitted online OR completed, signed, and postmarked on or before [DATE]. Your claim is subject to review by the Settlement Administrator and you may be contacted by the Settlement Administrator for additional information. To qualify for monetary compensation, you must have purchased and paid some money (i.e., paid to fill a prescription) for branded Adderall XR® from January 1, 2007 through [insert the date of Preliminary Approval of the Settlement], for personal or household use (including use by a dependent or family member) in the following states (collectively, the “Territory”): The District of Columbia Alabama Arizona California Delaware Florida Georgia Idaho Illinois

Iowa Kansas Maine Massachusetts Michigan Minnesota Mississippi Missouri Montana Nebraska

Nevada New Hampshire New Jersey New Mexico New York North Carolina North Dakota Oregon Pennsylvania Rhode Island

South Carolina South Dakota Tennessee Utah Vermont West Virginia Wisconsin

A complete definition of the class qualifications and exclusions is provided in the Settlement Agreement, which is available at www.AdderallXRSettlement.com. Only claims for Adderall XR will be paid. If you purchased and paid some money for either generic Adderall XR® or any form of immediate release Adderall®, those purchases do not qualify for any monetary compensation.

Purchases of Adderall XR® for yourself or your dependent or family member are included. Other purchases, such as for resale or for commercial purposes (e.g., as a third party payor) are excluded. Your purchases are also excluded if you purchased using an insurance plan under which you paid the same co-pay amount for branded drugs that you would pay for a generic version of that branded drug (e.g., a flat co-pay plan).

You are also excluded from relief if you are an officer, director, legal representative, or employee of Shire.

Exhibit H EXHIBIT 1



There is a limit of one Claim Form per person (on which you may claim multiple paid prescriptions). Separate Claim Forms must be completed for or on behalf of each member of your family or household who wishes to make a claim. The total monetary amount you receive will depend upon the number of valid claims made by all class members, up to a maximum of $16 per qualifying branded Adderall XR® prescription you filled. For example, if you filled 5 qualifying prescriptions, you would be entitled to up to $80 (5 x $16=$80). A qualifying prescription is one in which Adderall XR® was purchased under the terms and conditions set forth in this Notice and the Settlement Agreement. Claim Forms must be submitted online at www.adderallXRSettlement.com, emailed to [email protected] or mailed to: Settlement Administrator, PO Box 40007, College Station, TX 77842-4007.

Please provide the following required information:

Claimant Information

Check here to confirm your prescription drug coverage required a higher co-pay for a branded drug than a generic drug


___________________________________ Patient Name (If Different from Purchaser Name (First, MI, Last)) Purchaser Name (First, MI, Last)

( ) Purchaser Daytime Phone

Purchaser Current Street Address

Apartment/Unit

City

State ZIP

Purchaser Email and/or telephone number: __________________________________________

Qualification Information

Please complete the below: How many Adderall XR® prescriptions did you fill between 1/1/07 and 3/31/09: ___________ (e.g., if you filled 4 prescriptions during this period, write “4”; you will then be eligible to receive up to $64 (4 x $16=$64) total for this time period).

How many Adderall XR® prescriptions did you fill between 4/1/09 and [insert the date of Preliminary Approval of the Settlement]: ___________ (e.g., if you filled 6 prescriptions during this period, write “6”; you will then be eligible to receive up to $96 (6 x $16=$96) total for this time period).

Exhibit H EXHIBIT 1



Note: The amount paid per prescription filled before 3/19/09 may differ from the amount paid per prescription after 3/31/09 depending on the number of claims and prescriptions submitted for each period.

State the name of your health insurance carrier(s) that covered part of any Adderall XR® prescription you filled, if any: __________________________________________________________________________________________________________________________________________________________ (if none, write “N/A” or “none”; if you do not recall, write “do not recall” or list as many as you can remember)

Identify each pharmacy at which you filled a prescription for Adderall XR® between 1/1/07 and [insert the date of Preliminary Approval of the Settlement]:

Pharmacy Name City State

CERTIFICATION

Please read, date, and sign or verify the statement below. This is required for all claims. I hereby certify under the penalty of perjury that the information provided on this Claim Form is true and correct and that I paid money for branded Adderall XR® in the Territory between January 1, 2007 and [insert the date of Preliminary Approval of the Settlement] for each of the Adderall XR® prescriptions for which I am here seeking reimbursement. I understand my claim is subject to review by the Settlement Administrator and I may be contacted by the Settlement Administrator if there are questions about my claim or additional information is needed to verify my claim. I also understand that my claim will be denied if the information I have submitted is false or inaccurate. Signed: Dated: (mm/dd/yyyy):

SUBMIT OR POSTMARK THIS CLAIM FORM ON OR BEFORE [DATE], OR YOUR CLAIM FOR PAYMENT WILL BE REJECTED.

Exhibit H EXHIBIT 1



Miami-Dade Division Case No.: 13-CV-21158-LENARD/GOODMAN

MONICA BARBA, JONATHAN REISMAN, KAREN DEREUS, RAYNA DEREUS, JODI LEIT, MINDI LEIT, AND BARRIE AND BRIAN SHANAHAN, on behalf of themselves and all others similarly situated, Plaintiffs, v. SHIRE U.S., INC., SHIRE LLC, and DOES 1-100, Defendants.

) ) ) ) ) ) ) ) ) ) ) ) ) )

[PROPOSED] FINAL JUDGMENT AND ORDER APPROVING PROPOSED

SETTLEMENT AND DISMISSING ACTIONS

Pursuant to Federal Rules of Civil Procedure 23 and 54, and in accordance with the terms

of the Class Action Settlement Agreement (“the Settlement Agreement”) filed on behalf of

Monica Barba, Jonathan Reisman, Karen DeReus, Rayna DeReus, Jodi Leit, Mindi Leit, and

Barrie Shanahan and Brian Shanahan on behalf of their minor child B.S., (collectively,

“Plaintiffs”), individually and on behalf of a putative class of indirect purchasers of Adderall

XR® , and Shire U.S. Inc. and Shire LLC (collectively, “Shire”) dated April 7, 2016, it is hereby

ORDERED, ADJUDGED, AND DECREED that:

1. This Final Judgment and Order of Dismissal with Prejudice hereby incorporates

by reference the definitions in the Settlement Agreement among the parties to this Action on file

with this Court, and all capitalized terms used and not otherwise defined herein shall have the

meanings set forth in the Settlement Agreement. As set forth in the Preliminary Approval Order

[D.E. __], dated April ___, 2016, the previously certified Settlement Class is defined as:

Exhibit I EXHIBIT 1


2

All persons who, for personal or household use, purchased or paid for some or all of the purchase price for branded Adderall XR® from January 1, 2007 through the date the Court enters an order granting Preliminary Approval of the Settlement (“the Claims Period”) in the District of Columbia and the following states (collectively “the Territory”): Alabama, Arizona, California, Delaware, Florida, Georgia, Idaho, Illinois, Iowa, Kansas, Maine, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Mexico, New York, North Carolina, North Dakota, New Jersey, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Utah, Vermont, West Virginia, and Wisconsin. Excluded from the Settlement Class are: (i) third party payors; (ii) persons and entities who purchased directly from Shire; (iii) persons and entities who purchased only for resale purposes; (iv) “Flat co-pay” or “Cadillac Plan” customers who only made fixed dollar-amount co-payments that do not vary between Adderall XR® and its generic equivalents; (v) patients with insurance coverage that provided for a flat-rate co-pay provision; (vi) governmental entities; (vii) Shire, its officers, directors, affiliates, legal representatives, employees, predecessors, successors, subsidiaries, affiliates and assigns, and entities in which Shire has a controlling interest; and (viii) the judges, justices, magistrates, or judicial officers presiding over this matter.

2. The Court has jurisdiction over this Action and over each of the parties and over

all Settlement Class members.

3. The Court finds that the class previously certified continues to meet all the

requirements of Fed. R. Civ. P. 23(a) and (b)(3).

Exhibit I EXHIBIT 1


3

4. The Court has previously appointed the above-identified Plaintiffs as

representatives of the Settlement Class.

5. The Court has also previously appointed the following Counsel for the Settlement

Class (“Class Counsel”), and recognizes that they have continued to adequately and fairly

represent the Settlement Class:

Conlee Whiteley, Esq. (Pro Hac Vice) Allan Kanner (Pro Hac Vice pending) Kanner & Whiteley, LLC 701 Camp Street New Orleans, Louisiana 70130

Ruben Honik, Esq. (Pro Hac Vice) Richard M. Golomb, Esq. (Pro Hac Vice) David J. Stanoch, Esq. (Pro Hac Vice) Golomb & Honik, P.C. 1515 Market Street, Suite 1100 Philadelphia, PA 19102

Brian T. Ku, Esq. (Fla. # 610461) Louis Mussman, Esq. (Fla # 597155) M. Ryan Casey, Esq. (Pro Hac Vice) Ku & Mussman, P.A. 6001 NW 153rd Street, Ste. 100 Miami Lakes, Florida 33041

Gillian L. Wade, Esq. (Pro Hac Vice) Sara D. Avila, Esq. (Pro Hac Vice) Milstein Adelman Jackson Fairchild & Wade, LLP 10250 Constellation Boulevard 14th Floor Los Angeles, CA 90067

6. The notice of settlement (in the form presented to this Court as Exhibits E, F, and

G, attached to the Settlement Agreement [D.E. __] (collectively, “the Notice”) directed to the

Settlement Class members, constituted the best notice practicable under the circumstances. In

making this determination, the Court finds that the Notice was sent to all individual Settlement

Class members who were identified through reasonable efforts, published in at least Better

Homes and Gardens, National Geographic, and People magazines; placed on targeted website

and portal banner advertisements on general Run of Network sites; and included in e-newsletter

placements with ADDitude, a magazine dedicated to helping children and adults with attention

deficit disorder and learning disabilities lead successful lives. Pursuant to, and in accordance

with, Federal Rule of Civil Procedure 23, the Court hereby finds that the Notice provided

Settlement Class members with due and adequate notice of the Settlement, the Settlement

Exhibit I EXHIBIT 1


4

Agreement, these proceedings, and the rights of Settlement Class members to object to the

Settlement.

7. Due and adequate notice of the proceedings having been given to the Settlement

Class and a full opportunity having been offered to the Settlement Class to participate in the

Fairness Hearing, it is hereby determined that all Settlement Class members are bound by this

Final Order and Judgment.

8. The Court has held a Fairness Hearing to consider the fairness, reasonableness,

and adequacy of the proposed Settlement, and the Court has thoroughly considered any and all

objections to and comments in support of the Settlement and its terms.

9. Pursuant to Federal Rule of Civil Procedure 23, this Court hereby approves the

Settlement, as set forth in the Settlement Agreement, and finds that the Settlement is, in all

respects fair, reasonable, and adequate in light of the factors set forth in Bennett v. Behring

Corp., 737 F.2d 982, 986 (11th Cir. 1984), as follows:

(a) the Settlement was not the product of collusion between Plaintiffs and Shire or

their respective counsel, but rather was the result of bona fide and arms-length

negotiations before an experienced mediator, conducted in good faith between

Class Counsel and Shire;

(b) this case was highly complex, expensive, and time consuming, and would have

continued to be so if the case had not settled;

(c) discovery is complete and the factual record of the Action has been sufficiently

developed to enable Class Counsel to make a reasoned judgment;

Exhibit I EXHIBIT 1


5

(d) Class Counsel and the Settlement Class would have faced numerous and

substantial risks in establishing liability, causation, and damages if they had

decided to continue to litigate rather than settle;

(e) the benefits provided by the Settlement are fair, adequate, and reasonable

compared to the range of possible recovery; and

(f) the opinions of Class Counsel, the Plaintiffs, and absent Settlement Class

members favor approval of the settlement.

Accordingly, the Settlement shall be consummated in accordance with the terms and provisions

of the Settlement Agreement.

10. The Action (as captioned above) is hereby dismissed with prejudice, as provided

in the Settlement Agreement, and without costs, except as provided for herein and in the


11. The Court approves the parties’ plan to distribute the Net Settlement Fund, with

74 %, allocated in full to Settlement Class members who purchased Adderall XR® between and

including January 1, 2007 and March 31, 2009, and 26%, allocated in full to Settlement Class

members who purchased Adderall XR® between April 1, 2009 through the date of preliminary

approval, pro rata, based on Settlement Class members’ purchases of Adderall XR® within each

period, and finds that the distribution plan does so fairly and efficiently. KCC, the firm retained

by Class Counsel as the Settlement Administrator, shall distribute the Net Settlement Fund in the

manner provided in the Settlement Agreement dated April 7, 2016, and as previously approved

in the Preliminary Approval Order [D.E. __],. The Court further approves the parties’ cy pres

program, in which, any funds remaining in the Net Settlement Fund after payments are made to

Qualified Class Members, shall be distributed to C.H.A.D.D—Children and Adults with

Exhibit I EXHIBIT 1


6

Attention Deficit Disorders—a national non-profit organization working to improve the lives of

affected people through education, advocacy, and support.

12. Except as otherwise provided in paragraph 1.9 of the Settlement Agreement, upon

the Effective Date, Shire, its parents, subsidiaries, and affiliates, whether direct or indirect, the

predecessors and successors of each of them, and their respective divisions, affiliates, joint

ventures, stockholders, officers, directors, supervisory or advisory boards, insurers, general or

limited liability partners, employees, agents, trustees, associates, attorneys or legal

representatives (and the predecessors, heirs, executors, administrators, successors and assigns of

each of the foregoing) (the “Released Parties”), shall be unconditionally, fully, and finally

released and forever discharged from all manner of claims, debts, obligations, demands, actions,

suits, causes of action, damages whenever incurred, liabilities of any nature whatsoever,

including costs, expenses, penalties and attorneys’ fees, known or unknown, suspected or

unsuspected, accrued in whole or in part, in law or equity, that Plaintiffs or any members of the

Settlement Class (including any of their past, present, and future officers, directors, insurers,

general or limited liability partners, divisions, stockholders, agents, attorneys, employees, legal

representatives, trustees, parents, associates, affiliates, joint ventures, subsidiaries, heirs,

executors, administrators, predecessors, successors and assigns, acting in their capacity as such)

(the “Releasors”) whether or not they object to the Settlement and whether or not they make a

claim or participate in the Settlement Fund, ever had, now has, or hereafter can, shall or may

have, directly, representatively, derivatively or in any other capacity, arising out of or under the

federal antitrust laws or under the antitrust, trade regulation, or consumer protection laws, and

common law, of any of the following jurisdictions: the District of Columbia and the states of

Alabama, Arizona, California, Delaware, Florida, Georgia, Idaho, Illinois, Iowa, Kansas, Maine,

Exhibit I EXHIBIT 1


7

Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New

Hampshire, New Mexico, New York, North Carolina, North Dakota, New Jersey, Oregon,

Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Utah, Vermont, West

Virginia, and Wisconsin, and relating in any way to any conduct alleged or asserted in any

complaints filed by Plaintiffs in this Action or any other complaint filed by Plaintiffs, including

any alleged delay in the manufacture, marketing or sale of any generic, or AG version of

Adderall XR®, or any alleged overcharges in copays for Adderall XR® or any generic versions

thereof, before the Effective Date (the “Released Claims”).

13. In addition, Plaintiffs and each Settlement Class member, on behalf of themselves

and all other Releasors, hereby expressly waive, release, and forever discharge, upon the

Settlement becoming final, any and all provisions, rights, and benefits, if any, conferred by §

1542 of the California Civil Code, which reads:

Section 1542. General Release; extent. A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.

or by any law of any state or territory of the United States or other jurisdiction, or principle of

common law, which is similar, comparable or equivalent to § 1542 of the California Civil Code.

14. Each Settlement Class member may hereafter discover facts other than or

different from those which he, she, or it knows or believes to be true with respect to the claims

that are the subject matter of paragraph 1.8 of the Settlement Agreement, but each Settlement

Class member hereby expressly waives and fully, finally, and forever settles, releases, and

discharges, upon this Settlement becoming final, any known or unknown, suspected or

unsuspected, asserted or unasserted, contingent or noncontingent claim that would otherwise fall

within the definition of Released Claims, whether or not concealed or hidden, without regard to

Exhibit I EXHIBIT 1


8

the subsequent discovery or existence of such different or additional facts. Each Settlement

Class member also hereby expressly waives and fully, finally, and forever settles, releases, and

discharges any and all claims it may have against any Released Party under § 17200, et seq., of

the California Business and Professions Code or any similar comparable or equivalent provision

of the law of any other state or territory of the United States or other jurisdiction, which claims

are expressly incorporated into the definition of Released Claims.

15. The releases set forth in paragraphs 12, 13, and 14 of this Order shall not release

any claims for personal injury.

16. Upon consideration of Class Counsel’s petition for fees, costs, and expenses, Ku

& Mussman, P.A., Golomb & Honik, P.C., Kanner & Whiteley, LLC, and Milstein Adelman

Jackson Fairchild & Wade, LLP, on behalf of all counsel for the Settlement Class, are hereby

awarded attorneys’ fees totaling 35% of the Settlement Fund, and costs and expenses, to be paid

solely from the Settlement Fund and only if and after the Settlement becomes final in accordance

with paragraph 1.5 of the Settlement Agreement. In evaluating a request for fees and

reimbursement of expenses, courts in this district generally consider the factors set forth in

Camden I Condominium Ass’n v. Dunkle, 946 F.2d 768, 772 n.3 (11th Cir. 1991) (citation

omitted). The Court finds that the following Camden I factors, inter alia, support awarding the

requested fees:

(a) the claims against Shire required substantial time and labor;

(b) there were novel and difficult issues in the case, which required skilled and

talented lawyers;

(c) Class Counsel were precluded from other employment as a result of taking

this Action;

Exhibit I EXHIBIT 1


9

(d) the requested fee is customary and comports with fees awarded in similar

cases;

(e) Class Counsel undertook numerous and significant risks on behalf of members

of the Settlement Class with no guarantee that they would be compensated;

and

(f) Class Counsel obtained a desirable result.

17. Service awards “compensate named plaintiffs for the services they provided and

the risks they incurred during the course of the class action litigation.” Allapattah Servs., Inc. v.

Exxon Corp., 454 F. Supp. 2d 1185, 1218 (S.D. Fla. 2006). Upon consideration of Class

Counsel’s petition for service awards for Plaintiffs in this Action and the named plaintiffs in the

Netwall, Peluso, and Hartenstine Actions, Plaintiffs are hereby awarded service awards as

follows:

Monica Barba – $5,000

Jonathan Reisman – $5,000

Karen DeReus – $2,500

Rayna DeReus – $2,500

Jodi Leit – $2,500

Mindi Leit – $2,500

Barrie and Brian Shanahan – $2,500

Allyson Netwall – $2,500

Jessica Hartenstine – $2,500

Rosemary Autrey – $2,500

Jayme Dearing – $2,500

Exhibit I EXHIBIT 1


10

Samantha Peluso – $2,500

The service awards above are to be paid solely from the Settlement Fund and only if and after the

Settlement becomes final in accordance with paragraph 1.5 of the Settlement Agreement.

18. Within five (5) Business Days after the Settlement becomes final pursuant to

paragraph 1.5 of the Settlement Agreement and in accordance with the terms of the Settlement

Agreement and the Escrow Agreement, the Escrow Agent shall distribute the attorneys’ fees,

costs, and expenses, and service awards authorized and approved by this Final Judgment and

Order and related orders to to Kanner & Whiteley, LLC who will be responsible for distributing

the service awards, fees, costs and expenses to Class Counsel named herein in accordance with

their respective agreements and any orders by this Court.

19. The attorneys’ fees, costs and expenses, and service awards authorized and

approved by this Final Judgment and Order shall constitute full and final satisfaction of any and

all claims that Plaintiffs and any Settlement Class member, and their respective counsel, may

have or assert for reimbursement of fees, costs, and expenses, and service awards, and Plaintiffs

and members of the Settlement Class, and their respective counsel, shall not seek or demand

payment of any fees and/or costs and/or expenses and/or service awards from any source other

than the Settlement Fund.

20. The Released Parties (as defined in paragraph 1.8 of the Settlement Agreement)

shall have no responsibility for, and no liability whatsoever with respect to, any payment or

disbursement of attorneys’ fees, expenses, costs, or service awards among Class Counsel and/or

Plaintiffs, nor with respect to any allocation of attorneys’ fees, expenses, costs, or service awards

to any other person or entity who may assert any claim thereto.

Exhibit I EXHIBIT 1


11

21. The Court retains exclusive jurisdiction over the Settlement and the Settlement

Agreement as described therein, including the administration and consummation of the

Settlement, and over this Final Judgment and Order.

22. The parties shall continue to comply with all obligations regarding the

confidentiality and destruction of discovery material from the Action.

23. The Court finds that this Final Judgment and Order adjudicates all of the claims,

rights, and liabilities of the parties to the Settlement Agreement (including the members of the

Settlement Class), and is final and shall be immediately appealable. Neither this Order nor the

Settlement Agreement nor any other Settlement-related document shall constitute any evidence

or admission of liability by Shire or any other Released Party, nor shall either the Settlement

Agreement, this Order or any other Settlement-related document be offered in evidence or used

for any other purpose in this or any other matter or proceeding except as may be necessary to

consummate or enforce the Settlement Agreement of the terms of this Order or if offered by any

Released Party in responding to any action purporting to assert Released Claims.

IT IS SO ORDERED.

Dated: _______________ ___________________________ The Honorable Joan A. Lenard United States District Court Judge U.S. District Court for the Southern District of Florida

Exhibit I EXHIBIT 1


If you have questions about this Request for Exclusion visit www.adderallxrsettlement.com or call the Settlement Administrator at 1-800-XXXX

EXHIBIT J

Request for Exclusion

ADDERALL XR® SETTLEMENT REQUEST FOR EXCLUSION

If you wish to exclude yourself from the Settlement and the Settlement Agreement, you must submit this Request for Exclusion Form to the Class Action Settlement Administrator, either by completing and submitting by email to [email protected] or by printing it, completing it, and mailing it to: Settlement Administrator, PO Box 40007, College Station, TX 77842-4007. This form must be completed, verified and submitted online OR completed, signed, and postmarked on or before [DATE] for it to be valid. I, ________________________________, am a member of the Settlement Class and wish to be excluded from the settlement in Barba, et al., v. Shire U.S., Inc. et al., No. 13-cv-21158 (S.D. Florida). Signed: Dated: (mm/dd/yyyy):


___________________________________

Patient Name (If Different from Purchaser Name (First, MI, Last))

SUBMIT OR POSTMARK THIS REQUEST FOR EXCLUSION ON OR BEFORE [DATE], OR YOUR REQUEST FOR EXCLUSION WILL BE REJECTED.

Exhibit J EXHIBIT 1
