According to the Complaint, on April 27, 2017, South State Corporation ("South State") and the Company announced that they had entered into a definitive agreement ("Merger Agreement") under which South State will acquire all of the outstanding shares of Park Sterling in an all-stock transaction (the "Proposed Transaction").
The Complaint alleges that on July 14, 2017, defendants issued materially incomplete and misleading disclosures in the Form S-4 Registration Statement (the "Registration Statement") filed with the United States Securities and Exchange Commission ("SEC") in connection with the Proposed Transaction. The Registration Statement is deficient and misleading in that it fails to provide adequate disclosure of all material information related to the Proposed Transaction. Specifically, as set forth herein, the Registration Statement fails to provide Company stockholders with material information or provides them with materially misleading information concerning: (i) Park Sterling's insiders' potential conflicts of interest; and (ii) the valuation analyses prepared by Stephens in connection with the rendering of its fairness opinion.
On January 29, 2018, this case was voluntarily dismissed.