Faruqi & Faruqi Announces Filing of Class Action Lawsuit against Cole Real Estate Investments, Inc.
November 20 2013 - 5:26PM
Business Wire
Notice is hereby given that Faruqi & Faruqi, LLP has filed a
class action lawsuit in the United States District Court for the
District of Arizona, case no. 2:13-cv-02361-DGC, on behalf of all
shareholders of Cole Real Estate Investments, Inc. (“Cole Real
Estate” or the “Company”) (NYSE:COLE) who held common stock on or
before October 23, 2013, the day the Company agreed to be acquired,
in connection with the proposed acquisition of the Company by
American Realty Capital Properties, Inc. and Clark Acquisition, LLC
(collectively, “ARCP”).
If you wish to obtain information concerning this action or view
a copy of the complaint, you can do so by clicking here:
http://www.faruqilaw.com/COLE.
The complaint charges Cole Real Estate, its board of directors
(the “Board”), and ARCP with violations of the Securities Exchange
Act of 1934 (the “Exchange Act”) and breaches of fiduciary duties
under state law.
On October 23, 2013, Cole Real Estate announced a definitive
Agreement and Plan of Merger (the “Merger Agreement”) under which
ARCP will acquire all outstanding shares of stock of Cole Real
Estate (the “Proposed Transaction”). Pursuant to the Proposed
Transaction, Cole Real Estate’s stockholders have the option of
receiving 1.0929 shares of ARCP common stock or $13.82 in cash for
each share of Cole Real Estate common stock they currently own,
subject to proration if elections for cash exceed 20% of the
Company’s outstanding shares. The total value of the Proposed
Transaction is approximately $11.2 billion.
Further, in an attempt to secure shareholder support for the
Proposed Transaction, on November 5, 2013, Cole Real Estate and
ARCP filed a Form S-4 Registration Statement (the “Registration
Statement”) with the SEC. The Registration Statement fails to
disclose, in violation of both the Board’s duty of candor under
state law and Section 14(a) and 20(a) of the Exchange Act,
information that is material to the impending decision of Cole Real
Estate shareholders whether or not to tender their shares in the
Proposed Transaction and/or whether to seek appraisal for their
shares.
Plaintiff seeks to recover damages, and injunctive and equitable
relief, on behalf of himself and all other stockholders of Cole
Real Estate, excluding defendants and their affiliates. Plaintiff
is represented by Faruqi & Faruqi, LLP, a law firm with
extensive experience in prosecuting class actions, and significant
expertise in actions involving corporate fraud. Faruqi &
Faruqi, LLP, was founded in 1995 and the firm maintains its
principal office in New York City, with offices in Delaware,
California, and Pennsylvania.
If you wish to serve as lead plaintiff, you must move the Court
no later than 60 days from today. 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. If you wish to discuss this action, or have any
questions concerning this notice or your rights or interests,
please contact:
Juan E. Monteverde, Esq.FARUQI & FARUQI, LLP369 Lexington
Ave10th FloorNew York, NY 10017Telephone: (877) 247-4292 or (212)
983-9330E-mail: jmonteverde@faruqilaw.com
Attorney Advertising. (C) 2013 Faruqi & Faruqi, LLP. The law
firm responsible for this advertisement is Faruqi & Faruqi, LLP
(www.faruqilaw.com). Prior results do not guarantee or predict a
similar outcome with respect to any future matter. We are happy to
discuss your particular case.
Faruqi & Faruqi, LLPJuan E. Monteverde, Esq.369 Lexington
Ave10th FloorNew York, NY 10017877-247-4292 or
212-983-9330jmonteverde@faruqilaw.com
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