The opinion of the court was delivered by: Hon.: Lucy H. Koh
STIPULATION AND [PROPOSED] ORDER BRIEFING REGARDING SCHEDULE Date Action Filed: May 25, 2012
WHEREAS, on May 9, 2012, Cost Plus, Inc. ("Cost Plus" or the "Company"), Bed Bath & Beyond Inc. ("BBBY"), and Blue Coral Acquisition Corporation ("Blue Coral") announced that 4 they had entered into a definitive merger agreement ("Merger Agreement"). Subject to the terms 5 and conditions of the Merger Agreement, BBBY and Blue Coral have agreed to make a cash tender 6 offer for all outstanding shares of Cost Plus common stock at a price of $22 per share, followed by 7 a merger in which all shareholders that have not tendered would receive the same consideration 8
WHEREAS, on May 25, 2012, the above-named plaintiff (the "Plaintiff") filed an action in 10 the United States District Court, Northern District of California, challenging the Proposed Merger 11 captioned Dixon v. Cost Plus, Inc., et al. ("Federal Action"); 12 (the "Proposed Merger"); 9
WHEREAS, on May 30, 2012, the parties filed a Stipulation and [Proposed] Order of Class Certification and Case Management; 14
WHEREAS, on June 1, 2012, the Court issued an Order Re: Preliminary Injunction Briefing Schedule wherein the Court stated it is available to hear Plaintiff's anticipated motion for 16 preliminary injunction on June 14, 2012, at 1:30 p.m. The Court further ordered the parties to meet 17 and confer and propose an alternative briefing schedule for Plaintiff's anticipated motion for 18 preliminary injunction by June 1, 2012, at 5:00 p.m. The Court's Order also required any reply 19 brief to be filed no later than June 11, 2012; 20 21 this 1st day of June, 2012: 22 Affidavits) 25
Defendants File and Serve Answering Briefs in Opposition On or before June 8, 2012 26 to Plaintiff's Motion for Preliminary Injunction (and Any Supporting Affidavits)
WHEREAS, having met and conferred, IT IS HEREBY STIPULATED AND AGREED
1. The following briefing schedule shall govern expedited proceedings in this action:
Plaintiff Files and Serves Opening Brief in Support Of On or before June 4, 2012 Motion For Preliminary Injunction (and Any Supporting Plaintiff Files and Serves Reply Brief in Support of Motion On or before June 11, for Preliminary Injunction (and Any Supporting Affidavits) 2012 2 3
Hearing on Plaintiff's Motion for Preliminary Injunction June 14, 2012 at 1:30 p.m.
2. The parties shall serve courtesy copies of all pleadings by email in addition to 6 service by ECF. 7
DATED: June 1, 2012 SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP By: /s/ Eric S. Waxman ERIC S. WAXMAN Attorneys for Defendants COST PLUS, INC., JOSEPH H. COULOMBE, CLIFFORD J. EINSTEIN, BARRY J. FELD, DANNY W. GURR, JOHN C. POUND, KIM D. ROBBINS, FREDERIC M. ROBERTS, and KENNETH T. STEVENS
I, Eric S. Waxman, am the ECF User whose ID and password are being used to file this Stipulation 18 and [Proposed] Order Regarding Briefing Schedule. In compliance with General Order 45, X.B., I hereby attest that each of the following signatories has concurred in this filing.
DATED: June 1, 2012 20 FARUQI & FARUQI, LLP By: /s/ David E. Bower DAVID E. BOWER Attorneys ...