A class-action lawsuit claims Apco Oil and Gas Inc. breached its fiduciary duties by failing to maximize shareholder value during a proposed sale to co-defendant Pluspetrol Resources Corporation.
Also listed in the lawsuit, filed on behalf of George P. Assad in United States District Court for the Northern District of Oklahoma on Nov. 24, are Apco Oil and Gas board of directors Richard Muncrief, Bryan Guderian, J. Kevin Vann, Keith Bailey, Piero Ruffinengo and Robert LaFortune.
The suit states that the board of directors agreed to a merger agreement on Oct. 2, in which Pluspetrol would acquire all outstanding shares of Apco stock for $14.50 per share in cash, a transaction valued at $427 million. The process allegedly deprives Apco public stockholders of participating in its long-term prospects because the agreement substantially favors Pluspetrol.
Apco also allegedly failed to adequately disclose details of the proposed transaction during proxy statement filing with the United States Securities and Exchange Commission on Oct. 31.
The law firms of Federman & Sherwood, Ridgrodsky & Long P.C. and Ryan & Maniskas LLP are representing the plaintiffs.
United States District Court for the Northern District of Oklahoma case number 14-cv-707-GKF-TLW.