Education Realty Trust, Inc. Securities Litigation

On June 25, 2018, EdR and certain affiliates of Greystar Real Estate Partners, LLC (collectively, “Greystar Real Estate Partners”) announced that they had entered into an Agreement and Plan of Merger (“Merger Agreement”), pursuant to which Greystar Real Estate Partners would acquire all outstanding shares of EdR common stock for $41.50 in cash per share of EdR common stock (the “Transaction”). On August 13, 2018, EdR filed a Definitive Proxy Statement (“Proxy”) with the U.S. Securities and Exchange Commission (“SEC”) announcing that the special meeting of EdR’s shareholders to vote on the Transaction was set for September 14, 2018. On September 14, 2018, EdR’s shareholders voted to approve the Transaction, and on September 20, 2018, the Transaction was consummated (“Closing Date”). On November 19, 2018, Plaintiff filed an Amended Class Action Complaint (“Amended Complaint”) against Defendants claiming that in addition to the allegations raised in the Complaint, the Individual Defendants breached their fiduciary duties by, among other things: (i) abdicating control of the sales process to Defendant Churchey; and (ii) impeding other interested parties from making a superior offer. Defendants deny these allegations.

In exchange for a $10 million common fund, the parties agreed to a settlement of Plaintiffs claims on behalf of the Settlement Class, which is now subject to Court approval.

To see if you will get money from this Settlement, you first must be a Settlement Class Member. The Court directed that everyone who fits this description is a Settlement Class Member: all record holders and all beneficial holders of EdR common stock who purchased, sold, or held such stock during the period from and including June 25, 2018, date of execution of the Merger Agreement, through and including, September 20, 2018, the Closing Date, including any and all of their respective predecessors, successors, trustees, executors, administrators, estates, legal representatives, heirs, assigns, and transferees. Under the Plan of Allocation proposed by Plaintiff’s Counsel and described below, only Settlement Class Members who were record holders or beneficial holders of EdR common stock at the Closing Date on September 20, 2018, and who submitted a valid Proof of Claim to the Claims Administrator may share in the recovery. Certain persons are excluded from the Settlement Class as described more fully in the Notice of Pendency and Proposed Settlement of Class Action.

Please read the Notice to fully understand your rights and options.

On November 24, 2023, the Claims Administrator issued checks to Authorized claimants who filed an eligible Proof of Claim Form that was approved by the court and met the $5 de minimis threshold.

If you are a member of the Settlement Class, in order to be potentially eligible to receive payment from the Settlement, you must have submitted a Proof of Claim Form (“Claim Form”) postmarked, or electronically filed no later than June 15, 2022.

Your Legal Rights and Options in this Settlement

Submit a Proof of Claim	The only way to receive a payment. Proofs of Claim must be postmarked or submitted online on or before June 15, 2022.
Exclude Yourself	Receive no payment. This is the only option that allows you to ever bring a lawsuit against Defendants concerning the legal claims at issue in this litigation. Exclusions must be received no later than April 25, 2022.
Object	Write to Plaintiff’s Counsel, Defendants’ Counsel, and the Court about why you oppose the Settlement, the Plan of Allocation, and the Fee and Expense Award. You will still be a Settlement Class Member. Objections must be received by the Court and counsel on or before April 25, 2022.
Go to a Hearing	Ask to speak in Court about the fairness of the Settlement. Requests to speak must be received by the Court and counsel on or before April 25, 2022. You are not required to attend the hearing.

The Frequently Asked Questions page of this website has more information on your rights as a Member of the Settlement Classes in this Action.