Crystal Rock, the largest independent home and office distributor of its kind in the United States, markets water, coffee, and other home and office refreshment products throughout the Northeast through its subsidiary Crystal Rock LLC. The Company bottles and distributes natural spring water under the Vermont Pure@ brand, purified water with minerals added under the Crystal Rock® label, and its own Cool Beans® coffee. The majority of the Company's sales are derived from its extensive route distribution system throughout the Northeast United States.
This action stems from a proposed transaction announced on February 18, 2018 ("Proposed Transaction"), pursuant to which Crystal Rock Holdings, Inc. ("Crystal Rock" or "Company") will be acquired by Cott Corporation ("Parent") and CR Merger Sub, Inc. ("Merger Sub," and together with Parent, "Cott") through a tender offer currently set to expire on March 20, 2018.
On February 20, 2018, Defendants filed a Solicitation/Recommendation Statement ("Solicitation Statement") with the United States Securities and Exchange Commission ("SEC") in connection with the Proposed Transaction. The Complaint alleges that the Solicitation Statement omits material information with respect to the Proposed Transaction, which renders the Solicitation Statement false and misleading.