Case Page

 

Case Status:    ONGOING    
On or around 04/24/2018 (Ongoing date of last review)

Filing Date: January 29, 2018

According to the Complaint, CB&I provides designing, engineering, construction, fabrication, maintenance, and environmental services. The Company builds and repairs bulk liquid terminals, storage tanks, process vessels, and low temperature and cryogenic storage facilities.CB&I offers its services worldwide to the oil and gas, infrastructure, wastewater, and power industries.

On December 18, 2017, CB&I and McDermott issued a joint press release announcing the execution of a business combination agreement (the “Merger Agreement”) providing for the combination of CB&I and McDermott in a stock-for-stock transaction. Pursuant to the terms of the Merger Agreement, CB&I stockholders will receive 2.47221 shares of McDermott common stock in exchange for each share of CB&I they own (the “Merger Consideration”). The Proposed Transaction is valued at approximately $6 billion.

The Complaint alleges that on January 23, 2018, in order to convince CB&I’s stockholders to vote in favor of the Proposed Transaction, Defendants authorized the filing of a materially incomplete and misleading Form S-4 Registration Statement (the “S-4”) with the Securities and Exchange Commission (“SEC”), in violation of Sections 14(a) and 20(a) of the Exchange Act. In particular, the Complaint alleges that: the S-4 contains materially incomplete and misleading information concerning: (i) financial projections for CB&I; (ii) financial projections for McDermott; (iii) financial projections for the operating synergies projected to result from the Proposed Transaction (the “Synergies”); (iv) the valuation analyses performed by the CB&I’s financial advisor, Centerview Partners LLC (“Centerview”), in support of their fairness opinions; (v) the valuation analyses performed by the McDermott’s financial advisors, Goldman Sachs & Co. LLC (“Goldman Sachs”) and Greenhill & Co., LLC (“Greenhill,” and together with Goldman Sachs “McDermott’s Financial Advisors”), in support of their fairness opinions; and (vi) the
background process leading to the Proposed Transaction.

On March 2, 2018, the Court issued an Order appointing interim Lead Plaintiff and interim Lead Counsel. On March 9, the Court issued an Order consolidating cases and Lead Plaintiff filed a consolidated Complaint.

On March 16, the Court issued an Order consolidating cases. The consolidated cases shall be identified as: "In re Chicago Bridge & Iron Company N.V. Shareholder Litigation."

On April 24, the Court issued an Order appointing interim Lead Plaintiff as Lead Plaintiff and approving selection of Counsel.

COMPANY INFORMATION:

Sector: Capital Goods
Industry: Construction Services
Headquarters: Netherlands

SECURITIES INFORMATION:

Ticker Symbol: CBI
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 #: 18-CV-00273
JUDGE: Hon. Sim Lake
DATE FILED: 01/29/2018
CLASS PERIOD START: 12/18/2017
CLASS PERIOD END: 01/29/2018
PLAINTIFF FIRMS NAMED IN COMPLAINT:
  1. Monteverde & Associates PC
    350 Fifth Avenue, 59th Floor, Monteverde & Associates PC, NY 10118
    (212) 971-1341 ·
  2. The Bilek Law Firm, L.L.P.
    808 Travis, Suite 802, The Bilek Law Firm, L.L.P., TX 77002
    713.227.7720 713.227.7720 ·
No Document Title Filing Date
COURT: S.D. Texas
DOCKET #: 18-CV-00273
JUDGE: Hon. Sim Lake
DATE FILED: 03/09/2018
CLASS PERIOD START: 12/18/2017
CLASS PERIOD END: 01/29/2018
PLAINTIFF FIRMS NAMED IN COMPLAINT:
  1. Kendall Law Group, LLP
    3232 McKinney, Ste 700, Kendall Law Group, LLP, TX 75204
    214.744.3000 214.744.3000 ·
  2. Rigrodsky & Long, P.A. (Garden City)
    585 Stewart Avenue, Suite 304, Rigrodsky & Long, P.A. (Garden City), NY 11530
    (516) 683-3516 ·
  3. RM Law, P.C.
    1055 Westlakes Drive, Suite 3112, RM Law, P.C., PA 19312
    (484) 324-6800 ·
No Document Title Filing Date
—Related District Court Filings Data is not available