ITC Shareholder Litigation
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Welcome to the ITC Shareholder Litigation Settlement Website

This website has been established to provide general information related to the proposed settlement ("Settlement") of the action entitled In re ITC Holdings Corporation Shareholder Litigation, Lead Case No. 2016-151852-CB (the "Litigation"). The capitalized terms used on this website, and not otherwise defined, shall have the same meanings ascribed to them in the Stipulation of Settlement (the "Stipulation") dated May 22, 2017, which can be found and downloaded by clicking on the Case Documents tab above.

This Litigation is currently pending before the Circuit Court for the County of Oakland, State of Michigan (the “Court”). The Court appointed the law firms of Robbins Geller Rudman & Dowd LLP and The Miller Law Firm P.C. to represent the Class.

This Litigation arises from the sale of ITC Holdings Corp. ("ITC") to Fortis Inc. for approximately $11.3 billion, which was completed on October 14, 2016. On February 9, 2016, ITC and Fortis announced that they had entered into an Agreement and Plan of Merger whereby Fortis would acquire ITC for $11.3 billion in a cash and stock transaction, subject to various conditions, including the voting approval of ITC shareholders. The complaints in this Litigation generally allege, among other things, that Defendants breached their fiduciary duties and/or aided and abetted the same by issuing materially false and/or misleading disclosures and omissions in connection with the Merger and by agreeing to sell ITC to Fortis through an unfair process and at an unfair price.

Defendants have denied, and continue to deny, each and all of the claims and contentions alleged by Plaintiffs in the Litigation. Defendants have also denied and continue to deny, inter alia, that Plaintiffs or the Settlement Class Members have suffered damages or were otherwise harmed as a result of the conduct alleged in the Litigation. Defendants have nevertheless concluded that further litigation could be protracted and expensive, and that it is desirable that the Litigation be fully and finally settled pursuant to the terms and conditions set forth in the Stipulation. Defendants are entering into the Stipulation solely because the proposed Settlement would eliminate the burden, expense, and uncertainties inherent in further litigation.

If approved by the Court, the Settlement will create a fund in the amount of $5,000,000.00, plus any interest earned thereon after it is deposited (the “Settlement Fund”).  The Settlement Fund, less any approved administrative expenses, and any attorneys' fee and expense amounts awarded, will be distributed to eligible Settlement Class Members according to a Court-approved Plan of Allocation.

The Settlement Class is defined as all Persons (other than those Persons who timely and validly request exclusion from the Settlement Class) who were record holders or beneficial owners of ITC common stock at any time between and including February 9, 2016 and the date of consummation of the Merger on October 14, 2016 (the “Settlement Class Period”).  Certain persons and entities are excluded from the definition of the Settlement Class as set forth in the Stipulation and the Notice of Pendency and Proposed Settlement of Class Action and Settlement Hearing ("Notice"), which can be viewed by clicking on the Case Documents tab above.

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


Submit a Proof of Claim If you wish to share in the Settlement, you must complete and submit a Proof of Claim.  If you choose this option, you will share in the proceeds of the Settlement if your claim is timely, valid, and entitled to a distribution under the Plan of Allocation and if the Settlement is finally approved by the Court; and you will be bound by the Judgment and release to be entered by the Court. Proofs of Claim must be submitted online, or postmarked, if mailed, no later than September 20, 2017.
Exclude Yourself from the Settlement Class If you do not wish to be included in the Settlement Class and you do not wish to participate in the Settlement, you may request to be excluded.  If you choose to be excluded from the Settlement Class, (a) you are not entitled to share in the proceeds of the Settlement; (b) you are not bound by any judgment entered in the Litigation; and (c) you are not precluded by the Settlement from otherwise prosecuting an individual claim against Defendants, if timely, based on the matters complained of in the Litigation. Requests for exclusion must be postmarked no later than August 15, 2017.
Object You may object to the Settlement, the Plan of Allocation, and/or Lead Counsel’s application for attorneys’ fees and expenses. If you object, you will still be a member of the Settlement Class. Written objections must be received by the Court and counsel no later than August 15, 2017.
Go to the Settlement Hearing on September 25, 2017 at 8:30 A.M. If you are a Settlement Class Member, you may, but are not required to, enter an appearance through counsel at your own expense. Notices of intention to appear must be received by the Court and counsel on or before August 15, 2017.
Do Nothing You may do nothing at all. If you choose this option, you will not share in the proceeds of the Settlement, but you will be bound by any judgment entered by the Court, and you shall be deemed to have, and by operation of the Judgment shall have, fully released all of the Released Claims against the Released Parties.