SAN DIEGO, Jan. 27, 2016 /PRNewswire/ -- Robbins Geller
Rudman & Dowd LLP ("Robbins Geller") today announced that a
class action has been commenced in the United States District Court
for the District of Vermont on
behalf of shareholders of Keurig Green Mountain, Inc. ("Keurig")
(NASDAQ:GMCR) on December 7, 2015, in
connection with the proposed acquisition of Keurig by JAB Holdings
B.V. (the "Proposed Transaction").
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, Darren Robbins of
Robbins Geller at 800/449-4900 or 619/231-1058, or via e-mail at
djr@rgrdlaw.com. 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 Keurig, its Board of Directors (the
"Board"), JAB Holdings B.V. ("JAB") and certain of JAB's affiliates
with violations of the Securities Exchange Act of 1934 ("1934
Act"). Keurig is a leading manufacturer and seller of
beverage brewing systems for home and commercial use, as well as
related consumables, including the "K-Cup" pod, which contains a
single brew of coffee. In September
2015, Keurig entered the cold-beverage market with the
launch of Keurig Kold.
On December 7, 2015, Keurig and
JAB jointly announced that they had entered into an Agreement and
Plan of Merger pursuant to which JAB will purchase Keurig for
$92.00 per share in cash.
The complaint alleges that in connection with the Proposed
Transaction, on December 24, 2015,
and again on January 12, 2016,
defendants filed a materially false and misleading preliminary
proxy statement with the SEC on Schedule 14A (the "Proxy") in
violation of Sections 14(a) and 20(a) of the 1934 Act. The
Proxy, which recommends that Keurig shareholders vote in favor of
the Proposed Transaction, fails to disclose material information
regarding the negotiation and approval of the deal, which deprives
the Company's shareholders of their right to cast an informed
vote. For example, the Proxy fails to disclose the following
material information, which renders statements made in the Proxy
materially false and/or misleading: (a) the discussions and
reasoning underlying the 50% probability weighting applied to
Keurig Kold; (b) the details of discussions between senior
management and JAB; (c) the information regarding Keurig's inherent
value and prospects as a standalone company; (d) the discussions
and reasoning underlying the Board's failure to seek out other
bidders; (e) the information and discussions regarding conflicts of
interest with respect to the Board's financial advisors, BofA
Merrill Lynch and Credit Suisse; and (f) the material assumptions
and metrics underlying the valuation analyses performed by BofA
Merrill Lynch and Credit Suisse. Without this material
information, the Company's shareholders cannot make an informed
decision on how to vote their shares or whether to seek
appraisal.
Plaintiff seeks damages and injunctive and equitable relief on
behalf of holders of Keurig stock on December 7, 2015. The plaintiff is
represented by Robbins Geller, which has extensive experience in
prosecuting investor class actions including actions involving
financial fraud.
Robbins Geller, with 200 lawyers in ten offices, represents U.S.
and international institutional investors in contingency-based
securities and corporate litigation. The firm has obtained
many of the largest securities class action recoveries in history
and was ranked first in both the amount and number of shareholder
class action recoveries in ISS's SCAS Top 50 report for
2014.
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SOURCE Robbins Geller Rudman & Dowd LLP