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Boston Private Financial Holdings (BPFH) Proxy Statement Omissions Lawsuit

Boston Private Financial Holdings, Inc. has been considering a transaction in which SVB Financial Group would acquire it. However, the complaint for this class action alleges that the Definitive Proxy Statement filed with the Securities and Exchange Commission (SEC) “omits or misrepresents material information” about certain matters. The complaint claims the Proxy Statement therefore violates  Read more

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US Energy Shares-for-Debt Deal Proxy Omissions Securities Class Action

The proposed transaction in this case involves US Energy Corp. and its subsidiary US Energy One, LLC on one side, and on the other, APEG Energy II, LP and the company that controls it, Angelus Private Equity Group. APEG would not exchange cash for shares; instead, it would cancel most of the debt Energy One  Read more

Paragon Commercial Misleading Merger Proxy Omits Info Securities Class Action

On April 27, 2017, Paragon Commercial Corporation announced a proposed transaction under which it would be acquired by TowneBank, with Paragon shareholders receiving 1.720 of Towne common stock for each share of Paragon that they own. But the complaint for this class action claims that the Proxy Statement filed with the Securities and Exchange Commission  Read more

Towers Watson Conflicts of Interest in Merger Class Action

This class action takes on a merger that took place January 4, 2016 between Towers Watson & Co. and Willis Group Holding plc, disclosing alleged actions and conflicts of interest that may have deprived Towers shareholders of their full interests. In short, when shareholders were dissatisfied with the first offer, the company’s CEO was tasked  Read more

Gigamon Low Merger Share Price Class Action

In the proposed merger with Elliott Management Corporation, Gigamon, Inc.’s shareholders are being offered $38.50 per share, roughly a 21% premium—yet according to the complaint for this class action, the offer is too low, and the Proxy Statement filed with the Securities and Exchange Commission (SEC) omits material information that would allow shareholders to fully  Read more

BroadSoft Shareholder Compensation and Merger Proxy Securities Class Action

BroadSoft and Cisco have entered into a merger agreement, but according to the complaint, the offered compensation is too low and the Proxy Statement filed with the SEC does not contain enough information to allow shareholders to fully evaluate the deal. The complaint claims that the Proxy omits information in three areas: (1) key components  Read more

Ruby Tuesday Unfair Compensation for Merger Securities Class Action

Ruby Tuesday has entered into a merger agreement that would have NRD Capital paying stockholders $2.40 a share. The complaint for this class action alleges that Ruby Tuesday’s Proxy Statement violates Sections 14(a) and 20(a) of the Securities Exchange Act of 1934 in several ways, but it’s the account of the process that makes this  Read more

Omega Protein Merger Proxy Insufficient Information Securities Class Action

The Omega Protein Corporation announced a proposed merger transaction with Cooke, Inc. on October 6, 2017, under which Cooke would pay $22 per share of Omega stock. But the complaint for this class action claims that the Preliminary Proxy Statement Omega has submitted to the Securities and Exchange Commission (SEC) doesn’t contain enough information to  Read more

Avista Merger Proxy Omits Material Information Class Action

Avista Corporation and Hydro One Limited are both regulated electricity and natural gas companies, and if the merger just proposed goes through, they will together become one of the largest regulated utilities in North America, serving Ontario, Washington, Oregon, Idaho, Montana, and Alaska. But the complaint for this class action claims that shareholders are not  Read more

Bob Evans Farms Merger Proxy Omissions Securities Class Action

Even a member of the Bob Evans Farms board of directors did not vote for its proposed merger with Post Holdings, the complaint for this class action alleges, because he was not sure that the merger consideration was greater than what the company could achieve on its own with a little more time. The complaint  Read more