According to the Complaint, Otelco Inc. provides wireline telecommunications services in Alabama, Maine, Massachusetts, Missouri, New Hampshire, Vermont, and West Virginia.
This action stems from a proposed transaction announced on July 27, 2020, pursuant to which Otelco Inc. (“Otelco” or the “Company”) will be acquired affiliates of Oak Hill Capital Partners V. On July 26, 2020, Otelco’s Board of Directors caused the Company to enter into an agreement and plan of merger with Future Fiber FinCo, Inc. (“Parent”) and Olympus Merger Sub, Inc. (“Merger Sub”). Pursuant to the terms of the Merger Agreement, Otelco’s stockholders will receive $11.75 in cash for each share of Otelco Class A common stock they own.
On August 20, 2020, Defendants filed a proxy statement with the United States Securities and Exchange Commission in connection with the Proposed Transaction. The Complaint alleges the Proxy Statement omits material information with respect to the Proposed Transaction, which renders the Proxy Statement false and misleading.