Home

Foundation Coal Holdings, Inc. Investor Lawsuit alleges unfair takeover

 

If you currently hold Foundation Coal Holdings, Inc. (Public, NYSE:FCL) and purchased these shares before Tuesday, May 12, 2009, you have certain options and you should contact the Shareholders Foundation, Inc immediately.

You may contact us by using this form, or by sending an email to mail@shareholdersfoundation.com, or calling us at (858) 779-1554.

Company Name(s): 
Foundation Coal Holdings
Case Name: 
Foundation Coal Holdings Inc. Investor Lawsuit alleges unfair takeover
Case Status: 
Lawsuit Filed
Affected Securities
NYSE: FCL
Lawsuit Overview
Type of Lawsuit: 
Shareholder Class Action
Class Period End: 
05/12/2009
Court of Filing: 
Circuit Court of the State of Maryland
Summary: 

An angry investor has filed a proposed securities class action lawsuit in the Circuit Court of the State of Maryland on behalf of current investors of Foundation Coal Holdings, Inc. (Public, NYSE:FCL), who purchased their shares before Tuesday, May 12, 2009, over alleged breaches of fiduciary duty by the board of directors of Foundation Coal.

According to the complaint the plaintiff alleges that Foundation Coal and its directors breached their fiduciary duties to Foundation Coal's shareholders and that certain disclosures in the Registration Statement are misleading and/or incomplete. Alpha Natural Resources announced it plans to buy rival Foundation Coal Holdings for about $1.4 billion in an all-stock deal that would create the nation's third-largest coal producer.

Under the terms of the buyout, Foundation Coal Holdings investors will receive 1.084 shares of the new company for each share held (about $32.73 per share), and Alpha shareholders would own the majority with about 59 percent of the combined companies. According to the investigation, as recently as July 2008, however, FCL stock was trading at over $88.88 per share. Foundation Coal operates a group of 12 individual coal mines located in Wyoming, Pennsylvania and West Virginia.

Foundation Coal Holdings, Inc. (NYSE:FCL) announced that its Central Appalachian affiliates are adjusting production levels in order to match current product demand. Foundation Coal announced that its affiliate Kingston Resources is moderating planned production at the Kingston mine to reflect decreased shipments year-to-date and reduced demand for the balance of the year and that Foundation’s affiliated surface mining operations are reducing planned production due to reduced demand in current market conditions. As a result of the revised production levels, so Foundation Coal, the workforce has been reduced by approximately 60 employees.

Foundation Coal Holdings, Inc. (Public, NYSE:FCL) is located in Linthicum Heights, MD and had $1.48966billion in total revenue with $32.16million in 2007 and $1.69013billion in total revenue with $11.55million in net income in 2008. Shares of Foundation Coal Holdings, Inc (NYSE: FCL) closed on May 12, 2009 after the announcement at $28.06 per share, down from a 52weekHigh of $89.72 per share. Foundation Coal Holdings, Inc. (NYSE:FCL) recently announced that it has reached a settlement agreement ending litigation between Foundation Coal Holdings, Inc and metallurgical coal customer, ArcelorMittal. Under the terms of the agreement, ArcelorMittal has agreed to take delivery of significant volumes of metallurgical coal from the Kingston mine in 2009 and future periods.

COMSYS IT Partners, Inc. Investor Alert: Board Under Investigation - On February 02, 2010 Manpower Inc. today it has entered into an agreement, which has been approved by the boards of directors of both companies, to acquire COMSYS IT Partners, Inc. (Nasdaq: CITP) in a $431 million transaction.
Airgas, Inc. Investors Alert: Air Products & Chemicals, Inc Offer Under Investigation - According to one investigation by a law firm “the transaction appears to be unfair” to current investors of Airgas, Inc. (Public, NYSE:ARG) because the “offer to purchase Airgas, Inc. (ARG) appears opportunistically timed to take advantage of the current economic downturn” and is “grossly unfair, inadequate, and substantially below the fair or inherent value of ARG”.
Motorola, Inc. Hit by Shareholder Lawsuit - An investor in Motorola, Inc. (NYSE:MOT) filed a lawsuit against Motorola, Inc and others over alleged violations of Federal Securities Laws in connection with problems Motorola was experiencing with its earnings projections and sales demand for the RAZR2 phone.
QuadraMed Corporation Shareholder Files Lawsuit Over Takeover - According to the complaint the plaintiff alleges that QuadraMed is selling itself too cheaply and shareholders would be shortchanged in the $126 million takeover by Francisco Partners.
Sauer-Danfoss Inc. Shareholder Files Lawsuit Over Alleged Unfair Takeover - On December 22, 2009 Danfoss A/S ("Danfoss") announced that, through its wholly owned subsidiary Danfoss Acquisition, Inc., it intends to launch a cash tender offer for all of the outstanding shares of common stock of Sauer-Danfoss Inc. (NYSE: SHS) not already owned by Danfoss A/S and its subsidiaries.
Quixote Corporation Shareholders File Lawsuit - The plaintiff alleges that each defendant, among other things, failed to disclose: information regarding the conflict of interests of the company’s directors, the financial basis behind the fairness opinion by the company’s financial advisor that deemed the sale agreement to be fair, and details of the sale process that shareholders believe they are entitled to know.
Amicas, Inc. Investor Alert: Board under Investigation - On December 28, 2009 AMICAS, Inc. (NASDAQ: AMCS), announced that it entered into a definitive merger agreement to be acquired by an affiliate of Thoma Bravo, LLC, in a transaction valued at approximately $217 million.
Advanta Corp. Investment Notes and RediReserve Variable Rate Certificates Under Investigation - Chuck Jaffe, of MarketWatch said in April 2009 that Advanta Corp. Investment Notes and RediReserve Variable Rate Certificates were “the Stupid Investment of the Week”, because “Investors who flock to these high-yield notes may find that the current conditions are just wrong enough so that they will get burned”.
Stryker Corporation Hit by Investor Lawsuit - On November 13, 2008, during an investor conference hosted by Credit Suisse, Stryker announced that it was still losing revenues and customers as a result of a January 2008 hip product recall. Following these statements Stryker common declined 23% closing at $36.11 per share on November 20, 2008.
Koss Corporation Hit by Investor Lawsuit - An investor in Koss Corp. (KOSS) shares filed a lawsuit in the United States District Court for the Eastern District of Wisconsin on behalf of investors in Koss Corporation (Public, NASDAQ:KOSS) securities, who purchased or otherwise acquired the stock of Koss Corporation ("Koss" or the "Company") (NASDAQ: KOSS) between July 12, 2005 and December 21, 2009, against Koss Corp. over alleged violations of Federal securities laws.
Brink's Home Security Holdings, Inc board under investigation - On January 18, 2010 Brink's Home Security Holdings, Inc. (NYSE: CFL) and Tyco International Ltd. (NYSE: TYC) announced a definitive agreement for Tyco to acquire Brink's Home Security Holdings, now operating as Broadview Security, in a cash and stock transaction is valued at $42.50 per share or approximately $2.0 billion.
ZiLOG, Inc. Board Under Shareholder Investigation - On December 07, 2009 IXYS Corporation (NASDAQ: IXYS) announced that it has entered into a definitive agreement to acquire Zilog, Inc. (NASDAQ: ZILG). Under the terms of the agreement, IXYS Corp will acquire all of Zilog Inc’s outstanding common shares for $3.5858 per share in cash, or approximately $62.4 million.
Quixote Corporation Shareholder Alert: Investigation - The investigation focuses on potential breaches of fiduciary duty and other violations of state law by the Board of Directors of Quixote Corp. arising out of their attempt to sell Quixote Corporation (Public, NASDAQ:QUIX) to Trinity Industries, Inc.
California Micro Devices Corporation Board Hit By Investor Lawsuit - On Dec. 14, 2009 California Micro Devices (Nasdaq: CAMD) and ON Semiconductor (Nasdaq: ONNN) announced the signing of a definitive merger agreement pursuant to which ON Semiconductor will acquire California Micro Devices (CMD) through a cash tender offer of $4.70 per share.
Kohlberg Capital Corp. Hit By Shareholder Lawsuit - The complaint alleges that defendants violated Generally Accepted Accounting Principles by failing to properly account for the fair value of its investment portfolio.
Rentech, Inc. Hit by Shareholder Lawsuit - The plaintiff alleges that as a result of this news, the price of Rentech stock (RTK) has declined more than 22% since the disclosure of its improper accounting practices.
BioForm Medical, Inc. Board Under Shareholder Investigation - On January 04, 2010 BioForm Medical, Inc. (Nasdaq:BFRM) announced that the Board of Directors of BioForm Medical and the Merz Pharma Group Shareholders Council have unanimously approved a definitive agreement.
Alcon, Inc. Buyout Offer Under Shareholder Investigation - Novartis AG (NYSE: NVS) announced to acquire the shares in Alcon, Inc. it does not already own, or the remaining approximate 23 percent of the outstanding publicly-held shares.
MetroPCS Communications, Inc. Hit by Shareholder Lawsuit - An investor in MetroPCS Communications, Inc. (Public, NYSE:PCS) has filed a lawsuit in the United States District Court for the Northern District of Texas on behalf of purchasers of MetroPCS Communications Inc. (NYSE:PCS) common stock during the period between February 26, 2009 and November 4, 2009, against MetroPCS Communications, Inc.
Sauer-Danfoss Inc. Shareholder Investigation Concerning Unfair Takeover - On December 22, 2009 Danfoss A/S ("Danfoss") announced that, through its wholly owned subsidiary Danfoss Acquisition, Inc., it intends to launch a cash tender offer for all of the outstanding shares of common stock of Sauer-Danfoss Inc. (NYSE: SHS) not already owned by Danfoss A/S and its subsidiaries.