SOURCE: Brower Piven, A Professional Corporation

February 07, 2011 13:25 ET

Brower Piven Announces Class Action Lawsuit in Connection With the Possible Acquisition of Massey Energy Company by Alpha Natural Resources, Inc.

STEVENSON, MD--(Marketwire - February 7, 2011) - Brower Piven, A Professional Corporation announces that a class action lawsuit has been commenced in United States District Court, Eastern District of Virginia, on behalf of all shareholders of Massey Energy Company ("Massey") (NYSE: MEE). 

The claims asserted in the complaint arise from a possible buyout of Massey by Alpha Natural Resources, Inc. ("Alpha"). The complaint alleges that the "Proposed Acquisition" is the result of a flawed and unfair process and represents an unfair price of only 1.025 shares of Alpha common stock and $10.00 in cash for each outstanding share of Massey's common stock. According to the complaint, the Proposed Acquisition ratio constitutes just $69.33 per Massey share (based upon the closing price of Alpha stock as of January 28, 2011, the last trading day preceding the announcement of the Proposed Acquisition), a mere 16% premium over Massey's closing share price on January 12, 2011, and over $22 per share less than the price at which Massey stock traded as recently as June 23, 2008.

The complaint alleges that the members of Massey's Board of Directors, acting out of their own self-interest, negotiated and entered into an agreement with Alpha that is both procedurally and substantively grossly unfair to Massey's shareholders. Procedurally, the complaint alleges, the terms of the Proposed Acquisition virtually ensure that the Proposed Acquisition will be consummated because of onerous deal protection devices, such as a full "no shop" provision and a $251 million termination fee. Moreover, the complaint alleges that the deal is substantively inadequate because it ignores Massey's past strong performance and its projected growth potential relative to Alpha's relatively flat stock performance. The complaint also names Massey and Alpha as defendants because they allegedly aided and abetted the Board of Directors' breaches of fiduciary duty.

If you are a current owner of shares of Massey, you may obtain additional information about this lawsuit by contacting Brower Piven at www.browerpiven.com, 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 class action cases of over 60 years. If you choose to retain counsel, you may retain Brower Piven without financial obligation or cost to you, or you may retain other counsel of your choice. You need take no action at this time to be a member of the class.

Contact Information

  • CONTACT:
    Charles Piven
    Brower Piven, A Professional Corporation
    Stevenson, Maryland
    410/415-6616
    Email Contact