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Brower Piven Announces Investigation of El Paso Corp.
Legal PR |
2011/10/17 17:09
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The law firm of Brower Piven, A Professional Corporation, has commenced an investigation into possible breaches of fiduciary duty to current shareholders of El Paso Corporation and other violations of state law by the Board of Directors of El Paso relating to the proposed acquisition of the company by Kinder Morgan, Inc. The firm’s investigation seeks to determine whether El Paso’s Board breached its fiduciary duties by, among other things, failing to maximize shareholder value.
On October 16, 2011, El Paso and KMI jointly announced that they have entered into a definitive merger agreement whereby KMI will acquire all outstanding shares of El Paso for $26.87 per share based on the closing prices of each of the companies on October 14, 2011. The joint press release stated that the agreement provides that El Paso shareholders will receive for each of their shares $14.65 in cash plus 0.4187 KMI shares and 0.640 KMI warrants with a five-year term exercisable at $40.00 per share.
According to the joint press release, while under all circumstances El Paso shareholders will receive 0.640 KMI warrants per El Paso share held, subject to proration, El Paso shareholders will be able to elect, for each El Paso share held, either (i) $25.91 in cash, (ii) 0.9635 shares of KMI common stock, or (iii) $14.65 in cash plus 0.4187 shares of KMI common stock. According to the joint release, El Paso’s board, two members of which will join the KMI board after the transaction closes, has agreed not to solicit competing transactions. Further, under certain circumstances, according to the companies, KMI will receive a termination fee of $650 million, or over $0.90 per El Paso share, from El Paso. According to Yahoo! Finance, at least one analyst has set a price target for El Paso of $28 per share.
If you own El Paso common stock and would like to learn more about the investigation being conducted by Brower Piven, you may email or call Brower Piven, who will, without obligation or cost to you, attempt to answer your questions. You may contact Brower Piven by email at hoffman@browerpiven.com, by calling 410/415-6616, or at Brower Piven, A Professional Corporation, 1925 Old Valley Road, Stevenson, Maryland 21153.
Attorneys at Brower Piven have combined experience litigating securities and other class action cases of over 60 years.
hoffman@browerpiven.com |
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Ex-Justice Stevens optimistic about court's future
Legal PR |
2011/10/11 16:47
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Retired U.S. Supreme Court Justice John Paul Stevens spent much of his 35 years on the court disagreeing with the majority, but he's bullish about the institution.
At a talk Monday at Princeton University, his biggest applause line was for his shortest answer. The question: Are you optimistic about the future of the court and the Constitution?
His answer: "Yes."
The 91-year-old retired justice had a public conversation with Princeton Provost Christopher Eisgruber, who served as a clerk for him in the 1989-1990 court session.
His talk came a week after the publication of his book "Five Chiefs," about the three chief justices he served under and the two others he got to know earlier in his legal career as a clerk and a lawyer.
Stevens, famous for his bow ties, donned one in Princeton black and orange for the occasion. During a tenure that was the third-longest in court history, he also became famous for disagreeing with the court's majority. Stevens was appointed by Republican President Gerald Ford, and by the time he left last year, he was perhaps the most reliably liberal member of the court. About half his 1,400 opinions were dissents
For some Princeton students, that made him a hero. One woman wore a T-shirt that said, "I (heart) JPS."
Stevens has regrets about upholding a Texas capital punishment law and wishes the court would change positions on sovereign immunity and allow lawsuits against the government.
Yet he's happy with the way the court works.
He appeared a bit taken aback when one student asked him if the court should have a way to enforce its own rulings. "It's true that the court has to rely on the executive branch," he said. "But I don't think that's ever been a problem."
He also that by the time he joined the court in 1975, it was a congenial place — something he said wasn't the case when he was a clerk there himself in 1947. |
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Bankruptcy judges asking $100 to cover Kagan talk
Legal PR |
2011/10/05 17:46
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The national organization of bankruptcy judges says reporters are welcome to cover Supreme Court Justice Elena Kagan's talk at its convention in mid-October, if they pay $100.
Groups sometimes close their events to the press or allow reporters in with restrictions on the use of cameras and audio recorders. But it's very unusual to charge the news media merely to attend.
Kagan is scheduled to speak Oct. 15, at the end of the four-day conference in Tampa, Fla. She did not immediately comment on the fee arrangement.
Christine Molick, executive director of the National Conference of Bankruptcy Judges, says the $100 fee is greatly reduced from what other attendees must pay. Registration fees for some participants top $900, according to the organization's website. |
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Samsung Seeking To Block Sale Of New IPhone 4S
Legal PR |
2011/10/05 10:46
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Samsung said it will file court injunctions in France and Italy seeking to block the sale of Apple's latest iPhone amid an intensifying patent fight between the smartphone giants.
Samsung plans to file preliminary injunctions in Paris and Milan asking that courts block Apple's iPhone 4S from being sold in France and Italy, alleging patent infringement of wireless telecommunications technology, the company said Wednesday.
"Apple has continued to flagrantly violate our intellectual property rights and free ride on our technology, and we will steadfastly protect our intellectual property," Samsung said in a statement.
The South Korean company did not say when the French and Italian filings would take place, but also said it plans similar moves in other countries "after further review."
The announcement comes one day after Apple Inc. unveiled the iPhone 4S in the United States.
Seoul-based Apple spokesman Steve Park, speaking by phone from Japan, declined to comment on Samsung's announcement.
The companies have been at odds since April when Apple took legal actions claiming Samsung's Galaxy line of smartphones and tablet computers copy the iPhone and iPad. Samsung has responded by taking Apple to court over what it alleges are violations of its patents covering wireless communications. |
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Hundreds in Fla. want out of Chinese drywall deal
Legal PR |
2011/09/06 07:34
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Hundreds of Floridians potentially want to opt out of a proposed $55 million federal settlement over faulty Chinese drywall in hopes of pursuing individual lawsuits in state courts, the attorney for two families said Wednesday.
The lawyer, David Durkee, said a key hearing Friday in Broward County could be a major step in determining whether people dissatisfied with the class-action settlement can take their cases before juries in Florida courts.
"They don't want any part of that settlement," Durkee said. "They have chosen state court. They want to proceed individually and they want their day in court."
The settlement, first announced in June, involves Banner Supply Co., a major distributor of Chinese drywall, and thousands of affected homeowners, builders, installers and others in Florida. U.S. District Judge Eldon Fallon in New Orleans - where lawsuits in several states were consolidated for pretrial purposes - gave the deal preliminary approval in July.
Thousands of homes mainly in the South were affected by installation of Chinese drywall that has a foul odor, can corrode wiring and metal in appliances and cause health problems. The Banner settlement involves mostly Floridians.
Fallon also ordered a temporary halt to drywall lawsuits filed against Banner in state court. The hearing Friday before Broward County Circuit Judge Charles Greene concerns whether cases filed by the families represented by Durkee can proceed despite the federal order and settlement. |
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