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World Travel ESOP Litigation

Status Past Case

Practice area Employee Benefits / ERISA

Court U.S. District Court, Eastern District of Pennsylvania

Case number 2:21-cv-02157-HB

Notice of Class Settlement

The parties to this class action lawsuit have reached a proposed settlement and the Court has preliminarily approved the Settlement. The Settlement will provide for a payment to Class Members based on the number of shares of World Travel, Inc. stock in their respective World Travel, Inc. Employee Stock Ownership Plan (“ESOP”) accounts on or prior to January 1, 2023 (“Class Period”). 

The Class is defined as: “all persons who, at any time on or prior to January 1, 2023, were vested participants in the ESOP and the beneficiaries of such participants. Excluded from the Settlement Class are the shareholders who sold their World Travel, Inc. stock to the ESOP, directly or indirectly, and their immediate families; the directors of World Travel, Inc. For full and complete information, you are directed to review carefully the  Notice of Proposed Class Action Settlement .

For more information on the status of the case and the settlement, we encourage you to visit the official  World Travel ESOP Settlement   page.

The final approval hearing is scheduled for June 12, 2023.

Summary of the Lawsuit

This lawsuit, Ahrendsen et al. v. Prudent Fiduciary Services. et al. , brought on behalf of participants and beneficiaries of the World Travel Employee Stock Ownership Plan (“ESOP”), alleges several violations of the Employee Retirement Income Security Act (“ERISA”) in connection with the sale of World Travel, Inc. to the ESOP. The suit contends that World Travel’s founders sold the company to the ESOP at an inflated price, incurring a multimillion-dollar loss to the ESOP and financially jeopardizing employees’ retirement accounts.

A federal class action was filed in the United States District Court for the Eastern District of Pennsylvania (2:21-CV-02157-HB) on May 11, 2021. The lawsuit alleges that World Travel founders James A. Wells, James R. Wells, and Richard G. Wells (together, the “Selling Shareholders”), and the ESOP’s Trustee (Prudent Fiduciary Services, LLC and its owner, Miguel Paredes) breached their fiduciary duties to the participants and engaged in prohibited transactions in relation to the sale of the company to the ESOP in 2017.

Specifically, Plaintiffs allege that the Selling Shareholders created the ESOP and then sold 100% of their World Travel stock to the newly-created ESOP at an above-market price. These actions saddled the ESOP with over $200 million in debt and resulted in employee participants being allocated fewer shares of stock. Further, despite selling 100% of their stock ownership, the Selling Shareholders retained full control of the company. Further, Plaintiffs allege that the Trustee, who represented the ESOP and its employee participants, had the discretion to authorize and negotiate the sale, yet it failed to independently investigate the fair market value of the company and the merits of the ESOP purchasing the company.

Class Action

The lawsuit is brought on behalf of all participants and beneficiaries in the World Travel ESOP from December 2017 or any time thereafter who vested under the terms of the ESOP. The case arises out of the sale of 100% of the stock of World Travel to the ESOP for approximately $200 million. Plaintiffs allege that this price was above the fair market value and did not take into account existing company liabilities that were known by the Selling Shareholders but not included in financial records. By permitting the sale, the Trustee failed to act in the best interest of the ESOP. Plaintiffs allege that the Selling Shareholders and the Trustee violated ERISA in a number of ways.

The World Travel ESOP covers past and present employees of World Travel, Inc. who are participants in the World Travel ESOP. Excluded from the Class are Defendants and their immediate family; any fiduciary of the ESOP; the officers and directors of World Travel, or of any entity in which a Defendant has a controlling interest; and legal representatives, successors, and assigns of any such excluded persons.

Status of the Litigation

Plaintiffs filed an initial Complaint on May 11, 2021, and an Amended Complaint on August 30, 2021, in the United States District Court for the Eastern District of Pennsylvania. The case is assigned to Judge Harvey Bartle III. Defendants filed their Motions to Dismiss on September 23, 2021, seeking dismissal of all five Counts of the Amended Complaint.

On February 1, 2022, the Court largely denied Defendants’ motion to dismiss, allowing Plaintiffs lawsuit to move forward. Plaintiffs filed their Second Amended Complaint on July 14, 2022, and Defendants filed their Answers on July 28 and 29, 2022. After the parties engaged in fact discovery, they began negotiating settlement. On January 25, 2023, Plaintiffs filed an Unopposed Motion for Preliminary Approval of Settlement and Certification of Settlement Class, which was granted on January 31, 2023. A Fairness Hearing has been set for June 12, 2023 at 2:00pm in the United States District Court for the Eastern District of Pennsylvania, in the courtroom of Judge Harvey Bartle III, located at the James A. Byrne U.S. Courthouse, 601 Market Street, Courtroom 16-A, Philadelphia, Pennsylvania 19106.

Whom to Contact for More Information

If you are a participant in the World Travel ESOP or if you have information which might assist us in the prosecution of these allegations, please contact:

Michelle C. Yau, Esq. – [email protected] Caroline E. Bressman, Esq. – [email protected] Daniel R. Sutter, Esq. – [email protected] Doron Hadar, Paralegal – [email protected] Cohen Milstein Sellers & Toll PLLC 1100 New York Avenue, N.W., Suite 500 Washington, D.C. 20005 Telephone: 888-240-0775 (Toll Free) or 202-408-4600

• Amended Complaint - August 30, 2021
• Defendant Wells' Motion to Dismiss - September 23, 2021
• Defendants Prudent Fiduciary Services' and Paredes' Motion to Dismiss - September 23, 2021
• Plaintiffs' Opposition to Defendant Wells' Motion to Dismiss - October 14, 2021
• Plaintiffs' Opposition to Defendants Prudent Fiduciary Services and Paredes' Motion to Dismiss - October 14, 2021
• Order - Motion to Dismiss - February 1, 2022
• Order - Preliminary Approval of Settlement - January 31, 2023
• Notice of Settlement - March 2, 2023
• Motion - Final Approval of Settlement - April 28, 2023
• Caroline E. Bressman
• Michelle C. Yau
• Travel Co. Workers Agree To $8.7M Deal To End ESOP Suit
• Employee Stock Ownership Plans – Understanding the Risks and Rewards
• Buyback Padded Founders’ Pockets, Travel Co. Workers Say
• Employer Stock Plan Trustee Sued Over $200 Million Transaction

World Travel Inc. Sells To Its Employees

World Travel Inc. established an employee stock ownership plan. A message sent Thursday to customers from chairman James Wells credited World Travel’s employees for the company’s growth into “one of the top travel management companies in the world without acquisitions.”

Under an ESOP, employees receive company stock and therefore an ownership interest. Companies with ESOPs may be partially, majority or fully owned by their employees.

Wells added that the ESOP decision would support local communities and help retain and attract workers.

He wrote that “our board of directors and management team remains in place.”

Travel and Transport and TravelStore are other corporate travel management companies with employee ownership programs.

David Jonas in 2006 co-founded business media firm ProMedia.travel after ten years as a journalist with Business Travel News . David rejoined BTN in 2010 as executive editor when its parent company acquired ProMedia, and in 2014 co-created  The Company Dime . David has a bachelor's degree in communications from Cornell University.

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Business travel is a constantly changing, multi-faceted industry. It's important to manage your corporate travel program, enabling better governance of your employees' travel choices and better transparency into your travel spend. World Travel, Inc. offers experienced travel management services, from agent booking to analytics. We know how to match the right travel management program components to your company culture. Most of all, we know how to make travel simple.

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For over 40 years, our company has been growing. Our consistent customer service and solutions have gained an increasing client base and an industry-leading client retention rate. Because we have never merged with or acquired another company, we boast a cohesive culture and consistent technology. This allows us to focus on you, our client.

Employee Ownership

Following 35 years of ownership by the Wells family of Pennsylvania, World Travel became a 100% employee-owned company through an employee stock ownership plan (ESOP) in December 2017.  Becoming an ESOP supports local communities, retains jobs, and ensures World Travel’s legacy for future decades, including our commitment to providing world-class service to our clients.

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The Unique Burial of a Child of Early Scythian Time at the Cemetery of Saryg-Bulun (Tuva)

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Pages:  379-406

In 1988, the Tuvan Archaeological Expedition (led by M. E. Kilunovskaya and V. A. Semenov) discovered a unique burial of the early Iron Age at Saryg-Bulun in Central Tuva. There are two burial mounds of the Aldy-Bel culture dated by 7th century BC. Within the barrows, which adjoined one another, forming a figure-of-eight, there were discovered 7 burials, from which a representative collection of artifacts was recovered. Burial 5 was the most unique, it was found in a coffin made of a larch trunk, with a tightly closed lid. Due to the preservative properties of larch and lack of air access, the coffin contained a well-preserved mummy of a child with an accompanying set of grave goods. The interred individual retained the skin on his face and had a leather headdress painted with red pigment and a coat, sewn from jerboa fur. The coat was belted with a leather belt with bronze ornaments and buckles. Besides that, a leather quiver with arrows with the shafts decorated with painted ornaments, fully preserved battle pick and a bow were buried in the coffin. Unexpectedly, the full-genomic analysis, showed that the individual was female. This fact opens a new aspect in the study of the social history of the Scythian society and perhaps brings us back to the myth of the Amazons, discussed by Herodotus. Of course, this discovery is unique in its preservation for the Scythian culture of Tuva and requires careful study and conservation.

Keywords: Tuva, Early Iron Age, early Scythian period, Aldy-Bel culture, barrow, burial in the coffin, mummy, full genome sequencing, aDNA

Information about authors: Marina Kilunovskaya (Saint Petersburg, Russian Federation). Candidate of Historical Sciences. Institute for the History of Material Culture of the Russian Academy of Sciences. Dvortsovaya Emb., 18, Saint Petersburg, 191186, Russian Federation E-mail: [email protected] Vladimir Semenov (Saint Petersburg, Russian Federation). Candidate of Historical Sciences. Institute for the History of Material Culture of the Russian Academy of Sciences. Dvortsovaya Emb., 18, Saint Petersburg, 191186, Russian Federation E-mail: [email protected] Varvara Busova  (Moscow, Russian Federation).  (Saint Petersburg, Russian Federation). Institute for the History of Material Culture of the Russian Academy of Sciences.  Dvortsovaya Emb., 18, Saint Petersburg, 191186, Russian Federation E-mail:  [email protected] Kharis Mustafin  (Moscow, Russian Federation). Candidate of Technical Sciences. Moscow Institute of Physics and Technology.  Institutsky Lane, 9, Dolgoprudny, 141701, Moscow Oblast, Russian Federation E-mail:  [email protected] Irina Alborova  (Moscow, Russian Federation). Candidate of Biological Sciences. Moscow Institute of Physics and Technology.  Institutsky Lane, 9, Dolgoprudny, 141701, Moscow Oblast, Russian Federation E-mail:  [email protected] Alina Matzvai  (Moscow, Russian Federation). Moscow Institute of Physics and Technology.  Institutsky Lane, 9, Dolgoprudny, 141701, Moscow Oblast, Russian Federation E-mail:  [email protected]

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Gagarin Cup Preview: Atlant vs. Salavat Yulaev

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Gagarin cup (khl) finals:  atlant moscow oblast vs. salavat yulaev ufa.

Much like the Elitserien Finals, we have a bit of an offense vs. defense match-up in this league Final.  While Ufa let their star top line of Alexander Radulov, Patrick Thoresen and Igor Grigorenko loose on the KHL's Western Conference, Mytischi played a more conservative style, relying on veterans such as former NHLers Jan Bulis, Oleg Petrov, and Jaroslav Obsut.  Just reaching the Finals is a testament to Atlant's disciplined style of play, as they had to knock off much more high profile teams from Yaroslavl and St. Petersburg to do so.  But while they did finish 8th in the league in points, they haven't seen the likes of Ufa, who finished 2nd. 

This series will be a challenge for the underdog, because unlike some of the other KHL teams, Ufa's top players are generally younger and in their prime.  Only Proshkin amongst regular blueliners is over 30, with the work being shared by Kirill Koltsov (28), Andrei Kuteikin (26), Miroslav Blatak (28), Maxim Kondratiev (28) and Dmitri Kalinin (30).  Oleg Tverdovsky hasn't played a lot in the playoffs to date.  Up front, while led by a fairly young top line (24-27), Ufa does have a lot of veterans in support roles:  Vyacheslav Kozlov , Viktor Kozlov , Vladimir Antipov, Sergei Zinovyev and Petr Schastlivy are all over 30.  In fact, the names of all their forwards are familiar to international and NHL fans:  Robert Nilsson , Alexander Svitov, Oleg Saprykin and Jakub Klepis round out the group, all former NHL players.

For Atlant, their veteran roster, with only one of their top six D under the age of 30 (and no top forwards under 30, either), this might be their one shot at a championship.  The team has never won either a Russian Superleague title or the Gagarin Cup, and for players like former NHLer Oleg Petrov, this is probably the last shot at the KHL's top prize.  The team got three extra days rest by winning their Conference Final in six games, and they probably needed to use it.  Atlant does have younger regulars on their roster, but they generally only play a few shifts per game, if that. 

The low event style of game for Atlant probably suits them well, but I don't know how they can manage to keep up against Ufa's speed, skill, and depth.  There is no advantage to be seen in goal, with Erik Ersberg and Konstantin Barulin posting almost identical numbers, and even in terms of recent playoff experience Ufa has them beat.  Luckily for Atlant, Ufa isn't that far away from the Moscow region, so travel shouldn't play a major role. 

I'm predicting that Ufa, winners of the last Superleague title back in 2008, will become the second team to win the Gagarin Cup, and will prevail in five games.  They have a seriously well built team that would honestly compete in the NHL.  They represent the potential of the league, while Atlant represents closer to the reality, as a team full of players who played themselves out of the NHL. 

• Atlant @ Ufa, Friday Apr 8 (3:00 PM CET/10:00 PM EST)
• Atlant @ Ufa, Sunday Apr 10 (1:00 PM CET/8:00 AM EST)
• Ufa @ Atlant, Tuesday Apr 12 (5:30 PM CET/12:30 PM EST)
• Ufa @ Atlant, Thursday Apr 14 (5:30 PM CET/12:30 PM EST)

Games 5-7 are as yet unscheduled, but every second day is the KHL standard, so expect Game 5 to be on Saturday, like an early start. 

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Savvino-storozhevsky monastery and museum.

Zvenigorod's most famous sight is the Savvino-Storozhevsky Monastery, which was founded in 1398 by the monk Savva from the Troitse-Sergieva Lavra, at the invitation and with the support of Prince Yury Dmitrievich of Zvenigorod. Savva was later canonised as St Sabbas (Savva) of Storozhev. The monastery late flourished under the reign of Tsar Alexis, who chose the monastery as his family church and often went on pilgrimage there and made lots of donations to it. Most of the monastery’s buildings date from this time. The monastery is heavily fortified with thick walls and six towers, the most impressive of which is the Krasny Tower which also serves as the eastern entrance. The monastery was closed in 1918 and only reopened in 1995. In 1998 Patriarch Alexius II took part in a service to return the relics of St Sabbas to the monastery. Today the monastery has the status of a stauropegic monastery, which is second in status to a lavra. In addition to being a working monastery, it also holds the Zvenigorod Historical, Architectural and Art Museum.

Belfry and Neighbouring Churches

Located near the main entrance is the monastery's belfry which is perhaps the calling card of the monastery due to its uniqueness. It was built in the 1650s and the St Sergius of Radonezh’s Church was opened on the middle tier in the mid-17th century, although it was originally dedicated to the Trinity. The belfry's 35-tonne Great Bladgovestny Bell fell in 1941 and was only restored and returned in 2003. Attached to the belfry is a large refectory and the Transfiguration Church, both of which were built on the orders of Tsar Alexis in the 1650s.  

To the left of the belfry is another, smaller, refectory which is attached to the Trinity Gate-Church, which was also constructed in the 1650s on the orders of Tsar Alexis who made it his own family church. The church is elaborately decorated with colourful trims and underneath the archway is a beautiful 19th century fresco.

Nativity of Virgin Mary Cathedral

The Nativity of Virgin Mary Cathedral is the oldest building in the monastery and among the oldest buildings in the Moscow Region. It was built between 1404 and 1405 during the lifetime of St Sabbas and using the funds of Prince Yury of Zvenigorod. The white-stone cathedral is a standard four-pillar design with a single golden dome. After the death of St Sabbas he was interred in the cathedral and a new altar dedicated to him was added.

Under the reign of Tsar Alexis the cathedral was decorated with frescoes by Stepan Ryazanets, some of which remain today. Tsar Alexis also presented the cathedral with a five-tier iconostasis, the top row of icons have been preserved.

Tsaritsa's Chambers

The Nativity of Virgin Mary Cathedral is located between the Tsaritsa's Chambers of the left and the Palace of Tsar Alexis on the right. The Tsaritsa's Chambers were built in the mid-17th century for the wife of Tsar Alexey - Tsaritsa Maria Ilinichna Miloskavskaya. The design of the building is influenced by the ancient Russian architectural style. Is prettier than the Tsar's chambers opposite, being red in colour with elaborately decorated window frames and entrance.

At present the Tsaritsa's Chambers houses the Zvenigorod Historical, Architectural and Art Museum. Among its displays is an accurate recreation of the interior of a noble lady's chambers including furniture, decorations and a decorated tiled oven, and an exhibition on the history of Zvenigorod and the monastery.

Palace of Tsar Alexis

The Palace of Tsar Alexis was built in the 1650s and is now one of the best surviving examples of non-religious architecture of that era. It was built especially for Tsar Alexis who often visited the monastery on religious pilgrimages. Its most striking feature is its pretty row of nine chimney spouts which resemble towers.

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