Wolf Haldenstein Adler Freeman & Herz LLP Commences Class Action Lawsuit on Behalf of Tronox, Inc. Investors
22 Julio 2009 - 11:28AM
Business Wire
On July 21, 2009, Wolf Haldenstein Adler Freeman & Herz LLP
filed a class action lawsuit in the United States District Court,
Southern District of New York, on behalf of all persons who
purchased the common stock (Class A or B) of Tronox, Inc. (�Tronox�
or the �Company�) [OTC:TRXAQ; OTC:TRXBQ] between November 29, 2005
and January 12, 2009 against certain officers and directors of
Tronox, Kerr-McGee Corporation (�Kerr-McGee�), Anadarko Petroleum
Corporation (�Anadarko�), and certain officers and directors of
Kerr-McGee pursuant to Section 10(b) and 20(a) of the Exchange Act
[15 U.S.C. ��78j(b) and 78t(a)] and Rule 10b-5 promulgated
thereunder by the SEC [17 C.F.R. �240.10b-5] (the �Class�).
The case name is styled Shi v.
Kerr-McGee Corporation, et al. A copy of the complaint filed
in this action is available from the Court, or can be viewed on the
Wolf Haldenstein Adler Freeman & Herz LLP website at
www.whafh.com.
The Complaint alleges that the Defendants fraudulently concealed
Tronox�s massive environmental liabilities and resulting financial
problems causing massive losses to innocent investors while
unjustly enriching themselves.
Kerr-McGee spun-off Tronox into an independent entity in a
two-step process. First, in November of 2005, Kerr-McGee generated
$225 million in proceeds following the initial public offering of
Tronox at the price of $14.00 per share (the �IPO�) and retained
control of 56.7% of Tronox�s outstanding common stock. Next, in
March of 2006, Kerr-McGee distributed its remaining 56.7% stake in
Tronox to shareholders as Class B shares by way of a dividend (the
�Dividend Issuance�).
The Complaint further alleges that defendants, at the time of
the IPO, knowingly mislead and misrepresented investors by
materially understating the scope of Tronox�s environmental and
tort liabilities. The Registration Statement (the �Registration
Statement�), and the prospectus therein, contained information that
was materially false, misleading and ignored the adverse conditions
facing Tronox. As is explained in further detail in the Complaint,
Tronox has put forth allegations in its bankruptcy action (Tronox,
Inc. v. Anadarko Petroleum Corp., et al.) that the Registration
Statement was materially misleading and greatly understated the
liabilities that Tronox was burdened with. The Defendants
continually misled investors throughout the Class Period by making
materially false statements and concealing the true nature of
Tronox�s liabilities in numerous press releases and SEC
filings.
On June 22, 2006, Anadarko made an offer seeking to acquire
Kerr-McGee for $18 billion, which included $16.4 billion in cash.
On August 10, 2006, the Kerr-McGee shareholders voted to approve
the offer and Kerr-McGee became a wholly-owned subsidiary of
Anadarko, and as a result, Anadarko became the
successor-in-interest to Kerr-McGee.
Eventually, the market was able to uncover what the Defendants
were attempting to conceal, Tronox�s environmental and tort
liabilities were in far excess of what had been represented, and,
as a result, Tronox was in financial ruin and would need to seek
the protection of bankruptcy laws therefore rendering the
stockholders� investments virtually worthless.
In ignorance of the false and misleading nature of the
statements described in the complaint, and the deceptive and
manipulative devices and contrivances employed by said defendants,
plaintiff and the other members of the Class relied, to their
detriment, on the integrity of the market price of Tronox common
stock. Had plaintiff and the other members of the Class known the
truth, they would not have purchased said securities, or would not
have purchased them at the inflated prices that were paid.
If you purchased Tronox common stock, you may request that the
Court appoints you as lead plaintiff no later than September 8,
2009. A lead plaintiff is a representative party that acts on
behalf of other class members in directing the litigation. In order
to be appointed lead plaintiff, the Court must determine that the
class member�s claim is typical of the claims of other class
members, and that the class member will adequately represent the
class. Under certain circumstances, one or more class members may
together serve as �lead plaintiff.� Your ability to share in any
recovery is not, however, affected by the decision whether or not
to serve as a lead plaintiff. You may retain Wolf Haldenstein, or
other counsel of your choice, to serve as your counsel in this
action.
Wolf Haldenstein has extensive experience in the prosecution of
securities class actions and derivative litigation in state and
federal trial and appellate courts across the country. The firm has
approximately 70 attorneys in various practice areas; and offices
in Chicago, New York City, San Diego, and West Palm Beach. The
reputation and expertise of this firm in shareholder and other
class litigation has been repeatedly recognized by the courts,
which have appointed it to major positions in complex securities
multi-district and consolidated litigation.
If you wish to discuss this action or have any questions, please
contact Wolf Haldenstein Adler Freeman & Herz LLP at 270
Madison Avenue, New York, New York 10016, by telephone at (800)
575-0735 (Gregory Mark Nespole, Esq., or Derek Behnke), via e-mail
at classmember@whafh.com or visit our website at www.whafh.com. All
e-mail correspondence should make reference to Tronox.
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