Attorney Advertising. Notice is hereby given that a class action has
been commenced on behalf of shareholders of Parallel Petroleum
Corporation (“PLLL” or the “Company”) (Nasdaq: PLLL) arising from the
Company’s September 15, 2009 announcement that it has entered into a
definitive agreement for the Company to be acquired by an affiliate of
Apollo Global Management, LLC (“Apollo”), in a transaction valued at
approximately $483 million.
If you wish to discuss this action or have any questions concerning this
notice or your rights or interests with respect to these matters, please
contact Tzivia Brody, Esq. at Stull, Stull & Brody by calling
1-800-337-4983 or 1-212-687-7230, or by email to ssbny@aol.com
or by writing to Stull, Stull & Brody, 6 East 45th
Street, New York, NY 10017.
The action arises from the potential unfairness of the proposed
transaction and from the process by which the Company’s Board of
Directors addressed the offer. In particular, the price offered to
shareholders is significantly below the stock’s 52-week high of $10.70.
Moreover, the offer price appears to be more than 50% lower than the $7
target price of certain analysts.
Under the terms of the agreement, an affiliate of Apollo will commence a
tender offer to purchase all of PLLL’s outstanding common shares and
associated preferred stock purchaser rights for $3.15 per share, without
interests and less any applicable withholding taxes, representing an
aggregate of approximately $132 million. Apollo will also assume
approximately $351 million of PLLL’s net indebtedness, rendering an
overall transaction value of $483 million.
On September 24, 2009, PLLL announced the commencement of the tender
offer, which is set to expire at midnight New York City time on October
22, 2009, unless extended in accordance with the terms of the merger
agreement and the applicable rules and regulations of the Securities and
Exchange Commission. Following the completion of the tender offer, the
parties will complete a second-step merger in which any remaining shares
of the Company will be converted into the right to receive the same
price per share paid in the tender offer. The transaction does not
require the consent of PLLL’s bondholders, but as required by its
indenture, PLLL will offer to repurchase all $150 million of the
Company’s 10.25% Senior Notes due 2014, at 101% of face value.
Stull, Stull & Brody has litigated many class actions for violations of
securities laws and breaches of fiduciary duties on behalf of defrauded
investors over the past 40 years and has obtained court approval of
substantial settlements on numerous occasions. Stull, Stull & Brody has
offices in New York and Los Angeles.
Attorney advertising. Prior results do not guarantee a similar outcome.
