Registration Statement

Capella Education Misleading Registration Statement for Merger Class Action

Capella Education Company is a multi-armed entity that focuses on online degree and non-degree learning, serving tens of thousands of students in all fifty states and fifty-four countries. But the complaint for this class action questions whether the Registration Statement for its proposed merger with Strayer Education provides stockholders with enough information to evaluate the  Read more

USAmeriBancorp Registration Statement Info Omission Class Action

The Proposed Transaction that USAmeriBancorp negotiated to merge with Valley National Bankcorp says that USAmeriBancorp stockholders will receive 6.1 shares of Valley for each of their shares of USAmeriBancorp, provided that Valley’s stock does not fall below a certain share price. But is this fair? The complaint for this class action claims that it is  Read more

OvaScience IPO Filings Augment Treatment Information Hiding Class Action

With women preferring to have children at later ages, successful fertility treatments are a promising product, even for a company that has not yet earned any revenue. According to the complaint, however, OvaScience, Inc. made misrepresentations about its Augment procedure in the Registration Statement for its initial public offering (IPO), in violation of Sections 11,  Read more

Planet Payment Stock Purchasing Class Action

Planet Payment, Inc. provides international payment and transaction processing services, and in October 2017, Fintrax made a tender offer to acquire the company’s stock. The offer expires on December 18, but the complaint for this class action claims that the Solicitation/Registration Statement omits material information in violation of the Securities Exchange Act of 1934. First,  Read more

Inventure Foods Missing 14D-9 Information Securities Class Action

Inventure Foods, Inc. makes foods in the “better-for-you” as well as the “indulgent” categories, and Utz Quality Foods, LLC has extended a tender offer for the company as of October 26, 2017. However, the complaint claims that the company’s Schedule 14D-9 on the tender offer, filed with the Securities and Exchange Commission (SEC), omits material  Read more

Trivago Misleading Statements and Ethical Conduct Securities Class Action

Trivago, the online hotel search platform, had its initial public offering on December 16, 2016. About a month before, it filed a Form F-1 Registration Statement, which was amended several times, and which contained a preliminary prospectus. The complaint for this class action claims that Trivago’s Registration Statement and subsequent statements were false and misleading,  Read more

IXYS Corp Misleading Merger Registration Statement Securities Class Action

IXYS Corporation is proposing to merge with Littelfuse, Inc., but is the deal in the best interests of shareholders? The complaint for this class action alleges that it’s impossible for shareholders to tell, because too much has been omitted from the Registration Statement, in violation of Sections 14(a) and 20(a) of the Securities Exchange Act  Read more

Starwood Waypoint Homes Merger Registration Statement Class Action

On August 9, 2017, Starwood Waypoint Homes (SFR) entered into an agreement to merge with Invitation Homes, Inc. (INVH) that would entitle the holder of each common share of SFR to receive 1.6140 shares of common stock of INVH. Unfortunately, according to the complaint for this class action, the S-4 Registration Statement omits material information  Read more

Rockwell Collins Merger S-4 Registration Statement Omissions Class Action

Rockwell Collins has entered into a merger agreement to be acquired by United Technologies Corporation (UTC), which would compensate stockholders with $93.33 in cash plus a portion of a share of UTC’s common stock. A Form S-4 Registration Statement was filed with the Securities and Exchange Commission (SEC) on October 10, 2017, but according to  Read more

Numerex Merger Omissions of Information Securities Class Action

Numerex Corporation works with the “Internet of Things,” that is, the interconnected network of devices that communicate with each other via the Internet. On August 3, 2017, the company announced that it had formed a merger agreement to sell Numerex to Sierra Wireless, Inc. But according to the complaint for this class action, the Form  Read more