Robbins Geller Rudman & Dowd LLP Files Class Action Suit against Bucyrus International, Inc.
December 22 2010 - 5:02PM
Business Wire
Robbins Geller Rudman & Dowd LLP (“Robbins Geller”)
(http://www.rgrdlaw.com/cases/bucyrus/) today announced that a
class action has been commenced on behalf of an institutional
investor in the United States District Court for the Eastern
District of Wisconsin on behalf of all persons who held shares of
the common stock of Bucyrus International, Inc. (“Bucyrus”)
(NASDAQ:BUCY) on November 15, 2010, against Bucyrus and its Board
of Directors (the “Board”) for violations of Sections 14(a) and
20(a) of the Securities Exchange Act of 1934 in connection with the
tender offer by Caterpillar Inc. (“Caterpillar”) for Bucyrus.
If you wish to serve as lead plaintiff, you must move the Court
no later than 60 days from today. If you wish to discuss this
action or have any questions concerning this notice or your rights
or interests, please contact plaintiff’s counsel, Darren Robbins of
Robbins Geller at 800/449-4900 or 619/231-1058, or via e-mail at
djr@rgrdlaw.com. If you are a member of this class, you can view a
copy of the complaint as filed or join this class action online at
http://www.rgrdlaw.com/cases/bucyrus/. Any member of the putative
class may move the Court to serve as lead plaintiff through counsel
of their choice, or may choose to do nothing and remain an absent
class member.
The complaint alleges that on November 15, 2010, defendants
announced that they had entered into an Agreement and Plan of
Merger pursuant to which Caterpillar will purchase all of Bucyrus’s
outstanding shares for the inadequate price of $92.00 per share
(the “Proposed Merger”). The Proposed Merger is expected to close
in mid-2011.
The complaint alleges that the Proposed Merger is the product of
a fundamentally flawed process, undertaken in breach of the Board’s
fiduciary duties, and designed to engineer the sale of Bucyrus to
Caterpillar on terms preferential to Caterpillar and provide
material benefits to the Company’s insiders. The complaint further
alleges that in an attempt to secure shareholder support for the
Proposed Merger, on December 8, 2010, defendants issued a
materially false and misleading Preliminary Proxy on Schedule 14A
(the “Proxy”). The Proxy, which recommends that Bucyrus
shareholders vote in favor of the Proposed Merger, omits and/or
misrepresents material information about the unfair sales process
for the Company, conflicts of interest that corrupted the sales
process, the unfair consideration offered in the Proposed Merger,
and the actual intrinsic value of the Company on a stand-alone
basis and as a merger partner for Caterpillar. This information is
material to the impending decision of Bucyrus’s shareholders
whether or not to vote in favor of the Proposed Merger.
Plaintiff seeks injunctive relief on behalf of all holders of
Bucyrus common stock on November 15, 2010 (the “Class”). The
plaintiff is represented by Robbins Geller, which has expertise in
prosecuting investor class actions and extensive experience in
actions involving financial fraud.
Robbins Geller, a 180-lawyer firm with offices in San Diego, San
Francisco, New York, Boca Raton, Washington, D.C., Philadelphia and
Atlanta, is active in major litigations pending in federal and
state courts throughout the United States and has taken a leading
role in many important actions on behalf of defrauded investors,
consumers, and companies, as well as victims of human rights
violations. The Robbins Geller Web site (http://www.rgrdlaw.com)
has more information about the firm.
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