According to the Complaint, Cincinnati Bell Inc. delivers integrated communications solutions to residential and business customers over its fiber-optic and copper networks including high-speed internet, video, voice, and data.
This action stems from a proposed transaction announced on December 23, 2019, pursuant to which Cincinnati Bell Inc. will be acquired by institutional partners of Brookfield Infrastructure Partners L.P.
On December 21, 2019, Cincinnati Bell’s Board of Directorscaused the Company to enter into an agreement and plan of merger with Charlie AcquireCo Inc. (“Parent”), a Delaware corporation, and Charlie Merger Sub Inc. (“Merger Sub,” and together with Parent, “Charlie”). Pursuant to the terms of the Merger Agreement, Cincinnati Bell’s stockholders will receive $10.50 in cash for each share of Cincinnati Bell common stock they own.
On February 4, 2020, Defendants filed a proxy statement with the United States Securities and Exchange Commission in connection with the Proposed Transaction. The Complaint alleges that the Proxy Statement omits material information with respect to the Proposed Transaction, which renders the Proxy Statement false and misleading.
This case was voluntarily dismissed on March 23, 2020. A related case continues in the Southern District of New York under Docket 20-CV-01607. The related case was voluntarily dismissed on May 29.