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Case Status:    DISMISSED    
On or around 02/07/2018 (Court's order of dismissal)

Filing Date: October 25, 2017

According to the Complaint, on August 18, 2017, Calpine and Energy Capital Partners (“Energy”) issued a joint press statement announcing that they had entered into an Agreement and Plan of Merger (the “Merger Agreement”), under which Merger Sub will merge with and into Calpine, with Calpine surviving the merger as a subsidiary of Parent (the “Proposed Transaction”). The Proposed Transaction is valued at approximately $5.6 billion. Pursuant to the terms of the Merger Agreement, holders of Calpine common stock will receive $15.25 per share in cash (the “Merger Consideration).

The Complaint alleges that on October 19, 2017, in order to convince Calpine’s shareholders to vote in favor of the Proposed Transaction, Defendants authorized the filing of a materially incomplete and misleading Preliminary Schedule 14A Proxy Statement (the “Proxy Statement”) with the Securities and Exchange Commission (“SEC”), in violation of Sections 14(a) and 20(a) of the Exchange Act. The Complaint further alleges that the Proxy Statement contains materially incomplete and misleading information concerning: (i) the valuation analyses performed by Calpine’s financial advisor, Lazard Frères & Co. LLC (“Lazard”), in support of their fairness opinions; and (ii) the potential conflicts of interest Lazard faced as a result of its historical dealings with either party.

This case was voluntarily dismissed as moot on February 6, 2018.


Sector: Utilities
Industry: Electric Utilities
Headquarters: United States


Ticker Symbol: CPN
Company Market: New York SE
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. Texas
DOCKET #: 17-CV-03252
JUDGE: Hon. Vanessa D Gilmore
DATE FILED: 10/25/2017
CLASS PERIOD END: 10/25/2017
  1. Monteverde & Associates PC
  2. The Bilek Law Firm, L.L.P.
No Document Title Filing Date
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—Related District Court Filings Data is not available