According to a press release dated August 30, 2011, the defendant Company, its general partner, certain of its officers and/or directors violated sections the Securities Exchange Act of 1934 in connection with a proposed merger.
The action arises from a joint announcement that the Company had entered into an Agreement and Plan of Merger with the bidder company whereby the bidder will acquire all the outstanding publicly held units of the Company it does not already own. The complaint alleges that on August 2, 2011, defendants jointly issued a materially false and misleading Registration Statement on Form S-4 (the “Proxy”). The complaint further alleges that the Proxy, which recommends that Encore unitholders vote in favor of the Proposed Merger, omits and/or misrepresents information that is material to the impending decision of the Company’s unitholders whether to vote in favor of the Proposed Merger in violation of §14(a) of the 1934 Act.
The plaintiff seeks injunctive relief on behalf of all unitholders who held Company units during the period beginning July 11, 2011 through and including the closing of the proposed acquisition.
On April 24 2012, the Court issued an order denying putative plaintiff Donald A. Hysong’s motion to be appointed lead plaintiff.
On May 15, 2012, Herman Goldstein filed a Notice of Voluntary Dismissal pursuant to Rule 41(a) of the Federal Rules of Civil Procedure. On June 11, 2012, the Court issued an order granting the Notice and dismissing this action without prejudice.