Case Page

 

Case Status:    ONGOING    
On or around 10/13/2017 (Ongoing date of last review)

Filing Date: October 12, 2017

This action stems from a proposed transaction announced on July 21, 2017 (the "Proposed Transaction") pursuant to which Premara Financial, Inc. ("Premara Financial" or the "Company") and its wholly owned subsidiary, Carolina Premier Bank ("Carolina Bank," and together with Premara Financial, "Premara"), will be acquired by Select Bancorp, Inc. ("Select Bancorp") and its wholly owned subsidiary, Select Bank & Trust Company ("Select Bank," and together with Select Bancorp, "Select"). On July 20, 2017, the Board caused Premara to enter into an agreement and plan of merger and reorganization (the "Merger Agreement") with Select. Pursuant to the terms of the Merger Agreement, shareholders of Premara Financial will receive either (i) 1.0463 shares of Select Bancorp common stock; or (ii) $12.65 in cash. Premara Financial shareholders will have the option to elect the type of consideration that they receive in the Proposed Transaction, subject to proration as provided in the Merger Agreement. The merger consideration will be prorated such that 30% of Premara Financial's outstanding shares is converted to the cash consideration, with the 70% balance of Premara Financial's common stock being converted to the stock consideration.

On September 27, 2017, defendants filed a Form S-4 Registration Statement (the "Registration Statement") with the United States Securities and Exchange Commission ("SEC") in connection with the Proposed Transaction. The Complaint alleges that the Registration Statement omits material information with respect to the Proposed Transaction, which renders the Registration Statement false and misleading.

COMPANY INFORMATION:

Sector: Financial
Industry: Regional Banks
Headquarters: United States

SECURITIES INFORMATION:

Ticker Symbol: PARA
Company Market: OTC-BB
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: W.D. North Carolina
DOCKET #: 17-CV-00607
JUDGE: Hon. Graham Mullen
DATE FILED: 10/12/2017
CLASS PERIOD START: 07/21/2017
CLASS PERIOD END: 10/12/2017
PLAINTIFF FIRMS NAMED IN COMPLAINT:
  1. Rigrodsky & Long, P.A.
    919 N. Market Street, Suite 980, Rigrodsky & Long, P.A., DE 19803
    302.295.5310 302.295.5310 · info@rigrodskylong.com
  2. RM Law, P.C.
    1055 Westlakes Drive, Suite 3112, RM Law, P.C., PA 19312
    (484) 324-6800 ·
  3. Ward Black Law
    208 W. Wendover Avenue, Ward Black Law, NC 27401
    336.333.2244 336.379.9415 ·
No Document Title Filing Date