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Case Status:    DISMISSED    
On or around 07/20/2018 (Notice of voluntarily dismissal)

Filing Date: April 25, 2018

According to the Complaint, RSP Permian Inc ("RSP") is an independent oil and natural gas company that engages in the acquisition, exploration, exploitation, development, and production of unconventional oil and
associated liquids-rich natural gas reserves in the Permian Basin of West Texas. It owns interest in contiguous acreage blocks in the core of the Midland Basin primarily in the adjacent counties of Midland, Martin, Andrews, Dawson, Ector, and Glasscock; and in Loving and Winkler counties of the Delaware Basin.

On March 28, 2018, RSP and Concho Resources, Inc. ("Concho") issued a press release announcing the Proposed Transaction. The press release stated,"Concho Resources Inc. (NYSE: CXO) and RSP Permian, Inc. (NYSE: RSPP) today announced they have entered into a definitive agreement under which Concho will acquire RSP in an all-stock transaction valued at approximately $9.5 billion, inclusive of RSP’s net debt."

The terms of the Proposed Transaction were memorialized in a March 28, 2018 filing with the Securities and Exchange Commission (“SEC”) on Form 8-K attaching the definitive Agreement and Plan of Merger (the “Merger Agreement”). On April 19, 2018, Concho filed a Registration Statement on Form S-4 (the “S-4”) with the Securities and Exchange Commission (the “SEC”) in support of the Proposed Transaction.

The Complaint alleges that Defendants breached their fiduciary duties to the Company’s stockholders by agreeing to the Proposed Transaction which undervalues RSP and is the result of a flawed sales process. The Complaint further alleges that Defendants caused to be filed the materially deficient S-4 on April 19, 2018 with the SEC in an effort to solicit stockholders to vote their RSP shares in favor of the Proposed Transaction. Specifically, the Complaint alleges that the S-4 omits and/or misrepresents material information concerning, among other things: (a) the sales process leading up to the Proposed Transaction; (b) the Company’s financial projections; (c) Concho’s financial projections; and (d) the data and inputs underlying the financial valuation analyses that purport to support the fairness opinions provided by the Company’s financial advisor.

This case was voluntarily dismissed on July 20, 2018.


Sector: Energy
Industry: Oil & Gas Operations
Headquarters: United States


Ticker Symbol: RSPP
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: N.D. Texas
DOCKET #: 18-CV-01047
JUDGE: Hon. Sam A Lindsay
DATE FILED: 04/25/2018
CLASS PERIOD END: 04/25/2018
  1. Brodsky & Smith, LLC
  2. Kendall Law Group, LLP
No Document Title Filing Date
—Reference Complaint Complaint Related Data is not available
—Related District Court Filings Data is not available