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Case Status:    DISMISSED    
On or around 01/10/2012 (Notice of voluntarily dismissal)

Filing Date: October 13, 2011

According to a complaint filed on October 14, 2011, the Defendants violated its fiduciary duties and federal securities laws in connection with a proposed merger.

On July 26, 2011, the Company’s board announced it had entered into a definitive agreement with the Bidder Company whereby the Company would become a whole owned subsidiary of the Bidder. The Company’s shareholders would receive the right to $11.25 per share along with .52326 shares of another company owned by the Bidder Company.

The Plaintiffs allege that the proposed transaction was unfair to the shareholders because the proposed consideration undervalues the Company and the special committee assigned to evaluate the Bidder Company’s offer never indicated if it solicited other offers for the Company or put the Company up for auction.

Lastly, the Proxy statement issued by the Company soliciting votes for the proposed transaction failed to disclose the following: (i) alternative ideas to a merger held by a company insider; any analysis by the Special Committee that the Bidder Company’s offer was fair; (ii) details regarding assumptions in various financial forecasts and analysis provided by the investment banker’s fairness opinion; (iii) comparison and trading history of the Company’s stock and the company stock offered as part of the merger consideration; (iv) details of other transactions used by the investment banker in providing the fairness opinion; (v) and whether the Business Corporations Act of the Marshall Islands (where the Bidder Company is incorporated) contains a prohibition on dissenters’ rights of appraisal.

Pursuant to Rule 41(a) of the Federal Rules of Civil Procedure, the plaintiff voluntarily dismissed her claims against the defendants with prejudice.


Sector: Services
Industry: Business Services
Headquarters: Greece


Ticker Symbol: OCNF
Company Market: NASDAQ
Market Status: Public (Listed)

About the Company & Securities Data

"Company" information provides the industry and sector classification and headquarters state for the primary company-defendant in the litigation. In general, "Securities" information provides the ticker symbol, market, and market status for the underlying securities at issue in the litigation.

In most cases, the primary company-defendant actually issued the securities that are the subject of the litigation, and the securities information and company information relate to the same entity. In a small subset of cases, however, the primary company-defendant is not the issuer (for example, cases against third party brokers/dealers), and the securities information and company information do not relate to the same entity.
COURT: S.D. New York
DOCKET #: 11-CV-07218
JUDGE: Hon.Paul A. Engelmayer
DATE FILED: 10/13/2011
CLASS PERIOD END: 10/13/2011
  1. Weiss & Lurie (New York, NY)
    The French Building, 551 Fifth Ave., Suite 1600, Weiss & Lurie (New York, NY), NY 10126
    212.682.3025 212.682.3010 ·
No Document Title Filing Date
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