Former SEC Attorney Willie Briscoe and Powers Taylor LLP File Class Action Suit against QEP Midstream Partners, LP
03 Giugno 2015 - 1:27AM
Business Wire
Former United States Securities and Exchange Commission attorney
Willie Briscoe and the securities litigation firm of Powers Taylor
LLP today announced that a class action has been commenced in the
United States District Court for the Western District of Texas on
behalf of holders of QEP Midstream Partners, LP (“QEP”) common
stock on April 6, 2015, in connection with the proposed acquisition
of QEP by Tesoro Logistics LP (“Tesoro”).
If you wish to serve as lead plaintiff, you must move the Court
no later than 60 days from today. If you wish to discuss this
action or have any questions concerning this notice or your rights
or interests, please contact plaintiff’s counsel, Willie Briscoe at
The Briscoe Law Firm, PLLC via email at
shareholders@thebriscoelawfirm.com, Patrick Powers at Powers Taylor
LLP via e-mail at shareholder@powerstaylor.com or by calling toll
free at (877) 728-9607. Any member of the putative class may move
the Court to serve as lead plaintiff through counsel of their
choice, or may choose to do nothing and remain an absent class
member.
The complaint charges QEP’s Board of Directors (the “Board”)
with violations of the Securities Exchange Act of 1934 (“1934
Act”). Defendant QEP is a Delaware Limited Partnership, with its
principal place of business located in San Antonio, Texas. QEP
common units are listed on the NYSE under the ticker symbol “QEPM.”
QEP was formed by QEP Resources, Inc. to own, operate, acquire and
develop midstream energy assets. QEP’s primary assets consist of
ownership interests in four gathering systems and two
FERC-regulated pipelines through which QEP provides natural gas and
crude oil gathering and transportation services. QEP’s assets are
located in, or are within close proximity to, the Green River Basin
located in Wyoming and Colorado, the Uinta Basin located in eastern
Utah, and the Williston Basin located in North Dakota. As of the
year ended December 31, 2014, QEP’s gathering systems had over
1,500 miles of pipeline. QEP believes its customers are some of the
largest natural gas producers in the Rocky Mountain region.
On April 6, 2015, QEP announced that its Board had entered into
a merger agreement with Tesoro whereby Tesoro will acquire QEP in a
unit-for-unit exchange. Under the terms of the merger agreement,
QEP public unitholders will receive 0.3088 Tesoro common units for
each QEP Common Unit Held.
The complaint alleges that on May 11, 2015, to encourage QEP
unitholders to accept the merger, defendants filed a Registration
Statement on Form N-14 8(c) (“Registration Statement”) with the SEC
that contained material misstatements and omissions in violation of
§§14(a) and 20(a) of the 1934 Act. According to the complaint, the
Registration Statement does not allow QEP unitholders to properly
gauge the expected value they would gain in the merger. Among other
things, the complaint alleges that the Registration Statement omits
material details regarding the valuation methodologies QEP’s
financial advisor, Tudor, Pickering, Holt & Co. Advisors, LLC,
utilized in the fairness opinion it provided to the Board. The
complaint concludes that the Registration Statement deprives QEP
unitholders of the ability to cast rational, intelligent and
informed votes in favor of or against the merger.
Plaintiff seeks injunctive and equitable relief on behalf of QEP
public unitholders and is represented by Willie Briscoe and Powers
Taylor LLP.
The Briscoe Law Firm, PLLC is a full service business litigation
and shareholder rights advocacy firm with more than 20 years of
experience in complex litigation and transactional matters.
Powers Taylor LLP is a boutique litigation law firm that handles
a variety of complex business litigation matters, including claims
of investor and stockholder fraud, shareholder oppression,
shareholder derivative suits, and security class actions.
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version on businesswire.com: http://www.businesswire.com/news/home/20150602007078/en/
The Briscoe Law Firm, PLLCWillie Briscoe,
877-728-9607shareholders@thebriscoelawfirm.comorPowers Taylor
LLPPatrick Powers, 877-728-9607shareholder@powerstaylor.com
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