Robbins Geller Rudman & Dowd LLP Files Class Action Suit against Hot Topic, Inc.
May 17 2013 - 7:45PM
Business Wire
Robbins Geller Rudman & Dowd LLP (“Robbins Geller”) today
announced that a class action has been commenced in the United
States District Court for the Central District of California on
behalf of holders of Hot Topic, Inc. (“Hot Topic”) (NASDAQ:HOTT)
common stock on March 7, 2013, in connection with the proposed
acquisition of Hot Topic by Sycamore Partners Management, L.L.C.
and its affiliates 212F Holdings LLC and HT Merger Sub Inc.
(collectively, “Sycamore Partners”).
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. 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 charges Hot Topic, its Board of Directors (the
“Board”) and Sycamore Partners with violations of the Securities
Exchange Act of 1934 (“1934 Act”). Hot Topic is a mall- and
Web-based specialty retailer of apparel, accessories, music and
gift items for young men and women.
On March 7, 2013, Hot Topic and Sycamore Partners announced that
they had entered into a merger agreement whereby Sycamore Partners
would acquire all of Hot Topic’s outstanding stock for $14.00 per
share in cash (the “Proposed Acquisition”). The complaint alleges
that defendants breached their fiduciary duties and/or aided and
abetted such breaches in connection with the Proposed Acquisition
by conducting a flawed sales process designed to deliver the
Company to Sycamore Partners and provide material benefits to
Company insiders. In an attempt to secure shareholder support for
the unfair Proposed Acquisition, on April 24, 2013, Hot Topic
issued a materially false and misleading Preliminary Proxy
Statement Pursuant to §14(a) of the 1934 Act (the “Proxy”). The
Proxy, which recommends that Hot Topic’s shareholders vote in favor
of the Proposed Acquisition, omits and/or misrepresents material
information in contravention of §§14(a) and 20(a) of the 1934 Act
regarding the unfair consideration offered in the Proposed
Acquisition and the actual intrinsic value of the Company. The
omitted information is material to the impending decision of Hot
Topic shareholders whether or not to vote in favor of the Proposed
Acquisition and/or whether to seek appraisal for their shares.
Plaintiff seeks injunctive and equitable relief on behalf of
holders of Hot Topic common stock on March 7, 2013. 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 represents U.S. and international institutional
investors in contingency-based securities and corporate litigation.
With nearly 200 lawyers in nine offices, the firm represents
hundreds of public and multi-employer pension funds with combined
assets under management in excess of $2 trillion. The firm has
obtained many of the largest recoveries in history and has been
ranked number one in the number of shareholder class action
recoveries in MSCI’s Top SCAS 50 every year since 2003. Please
visit http://www.rgrdlaw.com for more information.
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