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Cempra Merger Proxy Statement Omissions Securities Class Action

Cempra is a clinical-stage pharmaceutical company that has announced a proposed merger with Melinta Therapeutics. According to the complaint for this class action, however, the terms of the deal are not fair to Cempra stockholders. The complaint claims that little effort was made by Cempra to find other parties interested in a better deal and  Read more

Tesco Merger Proxy Omitted Information Securities Class Action

Tesco Corporation’s plan of merger with Nabors Industries Ltd. was announced in August 2017. Under the arrangement, Tesco’s stockholders will receive 0.68 shares of Nabors stock for each share of Tesco stock that they currently own. In September, it filed a Preliminary Proxy Statement with the Securities and Exchange Commission (SEC), but according to the  Read more

Alcobra Merger Vote Scheduled with No Proxy Statement Available Class Action

It’s not uncommon for stockholders to file a class action when the Proxy Statement for a proposed merger doesn’t contain enough information to allow them to fully assess the transaction. The complaint for this class action, however, claims that no Proxy Statement at all has been filed or sent to stockholders as of this action’s  Read more

Terraform Sale Proxy Statement Omissions Securities Class Action

The transaction at issue in this class action is the proposed sale of Terraform, a wholly-owned indirect subsidiary of SunEdison, to a party that the complaint calls “SunEdison’s preferred bidder,” Orion US Holdings. SunEdison has filed for Chapter 11 bankruptcy protection. The complaint alleges that the Proxy Statement filed in connection with the deal does  Read more

Spark Networks Merger Unfair Compensation Securities Class Action

Spark Networks owns dating properties JDate and ChristianMingle, which uses websites and mobile apps to help singles meet others of the Jewish and Christian faiths. The complaint for this class action quotes the company’s CFO on its results for the fourth quarter of 2016: “Spark ended the fourth quarter with $11.4 million of cash and  Read more

Arc Logistics Partners Sale Proxy Statement Omissions Lawsuit

The complaint for this case alleges that the Proxy Statement filed with the Securities and Exchange Commission (SEC) for the proposed sale of Arc Logistics Partners (ALP) to a number of other entities omits material information that shareholders need in order assess their interests and vote on the transaction. This lawsuit is not a class  Read more

Orbital ATK Merger Agreement Proxy Omission of Information Class Action

The board of Orbital ATK, Inc. has entered into a merger agreement to allow Northrop Grumman to buy all outstanding shares of Orbital’s common stock at $134.50 per share. Expected to close in the first half of 2018, the deal, including Orbital’s net debt is valued at about $9.2 billion, but according to the complaint  Read more

NeuStar Merger Misleading Proxy Statement Securities Class Action

Technology company NeuStar is the Local Number Portability Administrator (LNPA), managing the Number Portability Administration Center (NPAC), which allows consumers to keep the same telephone number even when they switch providers. However, in 2015, the Federal Communications Commission (FCC) chose another company, Telcordia, to be the sole LNPA in the US. The change naturally affects  Read more

Bear State Financial Merger Proxy Statement Omissions Class Action

On August 22, 2017, a proposed transaction was announced, in which Bear State Financial and Bear State Bank would merge with Arvest Bank and Arvest Acquisition Sub, Inc. On September 25, 2017, a Preliminary Proxy Statement for the transaction was filed with the Securities and Exchange Commission (SEC). However, the complaint for this transaction alleges  Read more