OAKLAND, Calif. (Legal Newsline) – An owner of Pandora stock alleges a registration statement issued regarding a merger omits material facts.
Jonathan Raul filed a complaint on behalf himself and all others similarly situated on Nov. 27 in the U.S. District Court for the Northern District of California against Pandora Media Inc., et al. alleging violation of federal securities laws.
According to the complaint, on Sept. 23, Pandora entered into an agreement and plan of merger with SiriusXM Holdings Inc. in an all-stock transaction valued at $3.5 billion.
On Nov. 1, the suit states the defendants authorized SiriusXM to file a materially incomplete and misleading preliminary registration statement on form S-4 with the U.S. Securities and Exchange Commission.
The plaintiff holds Pandora Media Inc., et al. responsible because the defendants allegedly reviewed and authorized the dissemination of the registration statement, which failed to provide critical information regarding, among other things, the financial projections for the company.
The plaintiff requests a trial by jury and preliminarily and permanently enjoining the defendants from proceeding with, consummating, or closing the proposed transaction; attorneys’ and experts’ fees; and seeks other and further relief the court may deem just and proper. He is represented by Marc G. Reich and Adam T. Hoover of Reich Radcliffe & Hoover LLP in Newport Beach, California and Joshua M. Lifshitz of Lifshitz & Miller in Garden City, New York.
U.S. District Court for the Northern District of California case number 4:18-cv-07167-HSG