According to the Complaint, it is alleged that the preliminary joint proxy statement/prospectus, which was filed with the SEC on November 24, 2015 (the “Proxy”) to disseminate information in an attempt to convince WMB stockholders to vote in favor of the Merger, contained material misstatements and omissions in connection with the Proposed Transaction. The Proxy failed to adequately disclose information concerning the sales process, the voting process, and strategic review process that the Company, the Board, and its advisors relied upon in recommending and approving the Proposed Transaction. The Proxy does not describe the reasoning or any rationale pertaining to the Board’s vote of approval. The Proxy also fails to sufficiently describe the values and certain terms of the competing offers received during the strategic review process. Without accurate and complete information on these matters, WMB stockholders will be forced to decide whether to vote in favor of the Proposed Transaction without all information necessary to make a fully informed decision.
This case was voluntarily dismissed and closed on March 7, 2016.