WildHorse Resource Development Corporation (NYSE: WRD) Investor Lawsuit filed Against Takeover

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Company Name(s): 
WildHorse Resource Development
Case Name: 
WildHorse Resource Development Deal Case
Case Status: 
Lawsuit Filed
Affected Securities
NYSE: WRD
Lawsuit Overview
Type of Lawsuit: 
Mergers and Acquisition
Summary: 

An investor, who currently holds shares of WildHorse Resource Development Corporation (NYSE: WRD), filed a lawsuit in effort to halt the proposed takeover of WildHorse Resource Development.

The plaintiff alleges that the defendants breached their fiduciary duties owed to NYSE: WRD stockholders by agreeing to sell WildHorse Resource Development too cheaply via an unfair process.

On October 30, 2018, Chesapeake Energy Corporation (NYSE:CHK) and WildHorse Resource Development Corporation (NYSE:WRD) today jointly announced that Chesapeake has entered into a definitive agreement to acquire WildHorse, an oil and gas company with operations in the Eagle Ford Shale and Austin Chalk formations in southeast Texas, in a transaction valued at approximately $3.977 billion, based on yesterday’s closing price, including the value of WildHorse’s net debt of $930 million as of June 30, 2018. Under the terms of the proposed transaction at the election of each WildHorse common shareholder, the consideration will consist of either 5.989 shares of Chesapeake common stock or a combination of 5.336 shares of Chesapeake common stock and $3 in cash. At a closing price of $3.72 per NYSE: CHK shares investors in WildHorse Resource Development Corporation (NYSE: WRD) will receive a value of approximately $19.85 per NYSE: WRD share.
However, plaintiff claims that the proposed consideration NYSE: WRD shareholders will receive is grossly inadequate and undervalues WildHorse Resource Development Corporation. Indeed, at least one analyst has set the high price target for NYSE: WRD shares at $42 per share.

In addition, the plaintiff alleges that the process is also unfair NYSE: WRD stockholders. Indeed, investment funds managed by NGP Energy Capital Management, LLC, collectively WildHorse’s largest shareholder, have already entered into a voting and support agreement in support of the transaction.