The settlement of this case is in regards to (i) the common stock of Fifth Third Bancorp issued in connection with the Agreement and Plan of Merger between Fifth Third and First Charter Corporation pursuant to Fifth Third’s November 29, 2007 Registration/Proxy Statement/Prospectus; (ii) shares of Fifth Third Capital Trust VI, 7.25% Trust Preferred Securities pursuant or traceable to Fifth Third’s October 23, 2007 Final Prospectus Supplement; and/or (iii) shares of Fifth Third Capital Trust VII, 8.875% Trust Preferred Securities pursuant or traceable to Fifth Third’s April 29, 2008 Final Prospectus Supplement filed with the Securities and Exchange Commission.
November 20, 2013 - The court approved the settlement, entered the orders approving the plan of allocation, the motion for attorneys’ fees and expenses, and dismissed the action with prejudice.

June 19, 2013 - The court preliminarily approved the settlement.

April 16, 2013 - Parties filed a stipulation of settlement.

September 30, 2010 - The lead plaintiffs filed a second amended consolidated complaint.

August 10, 2010 - The court granted in part and denied in part defendants' motion to dismiss.

July 15, 2009 - The defendants filed a motion to dismiss.

April 3, 2009 - The lead plaintiffs filed an amended consolidated complaint on behalf of investors who purchased Fifth Third Bancorp (NASDAQ: FITB) common shares, preferred B shares and preferred C shares between October 19, 2007 and June 17, 2008. The lead plaintiffs allege that the defendants violated the Securities Act of 1933 and the Securities Exchange Act of 1934 by issuing false and misleading statements between October 19, 2007 and June 17, 2008.

December 16, 2008 - Lead plaintiffs and lead counsel were appointed.

December 15, 2008 - Cases were consolidated.

September 9, 2008 - Another lead plaintiff motion was filed.

August 19, 2008 - Lead plaintiff motions were filed.

August 12, 2008 - Another investor in shares of Fifth Third Bancorp (NASDAQ: FITB) filed a lawsuit in the U.S. District Court for the Southern District of Ohio on behalf of all former shareholders of First Charter Corp. who acquired the common stock of Fifth Third Bancorp (NASDAQ: FITB) in connection with Fifth Third Bancorp’s acquisition of First Charter Corp. on June 6th, 2008, and/or who were shareholders of First Charter Corp. as of November 26th, 2007 and were solicited to vote on this acquisition against Fifth Third Bancorp.

June 20, 2008 - An investor in securities offered by Fifth Third Bancorp (NASDAQ: FITB) filed a lawsuit in the U.S. District Court for the Southern District of Ohio against Fifth Third Bancorp over alleged violations of Federal Securities Laws in connection with certain allegedly false and misleading statements.

This action is also brought on behalf of a sub-class of investors who purchased $750,000,000 (in aggregate liquidation amount) of 7.25% Trust Preferred Securities, liquidation amount $25 per security, which were registered pursuant to an automatic shelf registration statement on Form S-3 (SEC File Nos. 333-141560 and 333-141560-03) filed with the Securities and Exchange Commission on March 26, 2007, (the “Trust Preferred Securities”), the sale of which to investors was in an initial public offering which became effective on or about October 25, 2007, Fifth Third Capital Trust VI (the “Offering”) [NYSE FTB-PB or FTBPB], seeking to pursue remedies under Sections 11 and 15 of the Securities Act of 1933 (the “Securities Act”), 15 U.S.C. §§ 77k and 77l. The Securities Act claim is also bought against the underwriters of Fifth Third Capital Trust VI preferred securities, Citigroup Global Markets Inc.; Merrill Lynch, Pierce, Fenner & Smith Incorporated; Morgan Stanley & Co. Incorporated; UBS Securities LLC.; Banc of America Securities LLC; and Credit Suisse Securities (USA) LLC.

The complaint asserts that during the time specified, Fifth Third Bancorp issued materially false and misleading statements concerning the quality of Fifth Third Bancorp ’s Tier 1 capital, the relevant ratios and sufficiency of its Tier 1 capital, the necessity to take net charge-offs stemming from increasing credit losses, and the need to shore up capital due to the company’s exposure to poorly performing real estate markets in the Mid-West region.

This complaint further alleges that Trust Preferred Securities were sold to the investing public in the Offering pursuant to a Prospectus that negligently omitted material information. The statements made in Fifth Third Bancorp’s Prospectus contained material omissions because, at the time of the Offering, Fifth Third Bancorp was already suffering from several adverse factors that were not revealed and or adequately addressed in the document. The omitted information included, but is not limited to, failure to disclose (a) Fifth Third Bancorp’s exposure to certain poorly performing real estate markets, including Florida, Ohio, and Michigan, and the extent to which this exposure was materially increasing; (b) Fifth Third Bancorp’s growing exposure to late payments and defaults on mortgages and other non-performing loans, and the extent to which this exposure was materially increasing; (c) the extent of the decline in the quality of Fifth Third Bancorp’s Tier 1 capital base; (d) the deteriorating credit trends and increasing expenses, including negative trends, in Fifth Third Bancorp’s consumer loan portfolio, including the extent of the increase in late payments and defaults; (e) the negative trends in Fifth Third Bancorp’s home equity and commercial construction loans, and the extent to which there was a decrease in the value of the underlying assets and an increase in late payments and defaults and (f) the deterioration in the credit quality of its loans.

These disclosures caused Fifth Third Bancorp’s common stock to decline 27%, to close on June 18, 2008 at $9.26 per share on very heavy volume. Fifth Third Bancorp’s stock had traded as high as $28 per share in February, 2008.

The Trust Preferred Securities also traded sharply lower and closed at $16.35 per share, 34% below their October 2007 offering price.