Quantcast
 
Read Larry Connors' blogShort Term Trading Strategies


 

Parallel Petroleum Enters into Memorandum of Understanding to Resolve Stockholder Lawsuits

Tue. October 13, 2009; Posted: 04:47 PM
Stocks RSS
MIDLAND, Texas, Oct 13, 2009 (BUSINESS WIRE) -- PLLL | Quote | Chart | News | PowerRating -- Parallel Petroleum Corporation (the "Company") (NASDAQ:PLLL) today announced that the defendants and the plaintiffs in the lawsuits set forth below entered into a Memorandum of Understanding (the "Memorandum") providing for a settlement of each of the following lawsuits: In re Parallel Petroleum Shareholder Litigation, Consolidated Civil Action No. 4922, pending in the Chancery Court of Delaware (which action consolidates three individual suits: Hollinger v. Parallel Petroleum Corporation, Civil Action No. 4922, Bernstein v. Parallel Petroleum Corporation, Civil Action No. 4938, and Harris v. Parallel Petroleum Corporation, Civil Action No. 4942); Passerella v. Oldham, et al., No. CV47099, pending in the District Court of Midland County, Texas, 385th Judicial District; and Stratton v. Parallel Petroleum Corporation, et al., pending in the District Court of Harris County, Texas, 127th Judicial District. As part of the settlement, the Company agreed to make certain supplemental disclosures to its solicitation/recommendation statement on Schedule 14D-9, which disclosures are included in an amendment to the solicitation/recommendation statement on Schedule 14D-9 filed by the Company today with the U.S. Securities and Exchange Commission (the "SEC").

In addition, the Company, PLLL Holdings, LLC ("Parent"), and PLLL Acquisition Co. ("Merger Subsidiary"), as parties to the Agreement and Plan of Merger, dated as of September 15, 2009 (the "Merger Agreement"), agreed to reduce the $5.5 million termination fee payable by the Company to Parent in the event of certain termination events under the Merger Agreement to $4.0 million plus the payment of certain expenses not to exceed $1,000,000 in the aggregate. Parent and Merger Subsidiary are affiliates of Apollo Global Management, LLC ("Apollo"), a leading global alternative asset manager. In addition, the parties to the Merger Agreement agreed to decrease the period in which the Company is required to pay the termination fee to Parent if, after the termination of the Merger Agreement, the Company consummates a merger, acquisition, recapitalization or similar transaction as described in the Merger Agreement. The period has been reduced from twelve months to nine months. The Memorandum contains no admission of wrongdoing. Given the potential cost and burden of continued litigation, the Company believes the settlement is in its best interests and the best interests of its stockholders.

Subject to court approval and further definitive documentation, the settlement will resolve the allegations by the plaintiffs against the defendants in connection with the Merger Agreement and the transactions contemplated thereby, including without limitation the tender offer by Apollo and its affiliates to acquire all of the outstanding shares of the Company and the subsequent merger of the Merger Subsidiary with and into the Company, with the Company becoming a wholly-owned subsidiary of Parent, and will provide a release of all claims against the defendants and other in connection with the Merger Agreement and the transactions contemplated thereby, including without limitation the tender offer and the merger.

About the Company

Parallel Petroleum is an independent energy company headquartered in Midland, Texas, engaged in the exploitation, development, acquisition and production of oil and gas using 3-D seismic technology and advanced drilling, completion and recovery techniques. Parallel's primary areas of operation are the Permian Basin of West Texas and New Mexico, North Texas Barnett Shale, Onshore Gulf Coast of South Texas, East Texas and Utah/Colorado. Additional information on Parallel is available via the internet at www.plll.com.

About Apollo

Apollo is a leading global alternative asset manager with offices in New York, Los Angeles, London, Singapore, Frankfurt and Mumbai. Apollo had assets under management of over $38 billion as of June 30, 2009, in private equity and credit-oriented capital markets funds invested across a core group of industries where Apollo has considerable knowledge and resources.

Additional Information

This press release is neither an offer to purchase nor a solicitation of an offer to sell shares of the Company. The Company will file an amendment to its solicitation/recommendation statement on Schedule 14D-9 with the SEC and will mail such amendment to its stockholders. Such document contains important information about the tender offer and the Company's stockholders are urged to read the amendment carefully when it becomes available. The amendment together with the other tender offer documents will be available at no charge at the SEC's website at www.sec.gov.

SOURCE: Parallel Petroleum Corporation

Parallel Petroleum Corporation 
Cindy Thomason, 432-684-3727 
Manager of Investor Relations 
cindyt@plll.com 
http://www.plll.com
For full details on Parallel Petroleum Corp (PLLL) click here. Parallel Petroleum Corp (PLLL) has Short Term PowerRatings of 8. Details on Parallel Petroleum Corp (PLLL) Short Term PowerRatings is available at This Link.

    


More News:   Market Updates | Stock Alerts | All Trading News | Stock Index

Email
Print
Archives
Feedback
Email Article Link
Close X
Recipients email address
Your name
Your email
Add a note (optional)




Stocks RSS





Most Popular News
  UPCOMING EVENTS
Learn new strategies, how to trade in this market, and the stocks you should be focusing on each day. Join us for our free 20 minute tele-seminars during the week.
* Attendance is strictly limited and are filled on a first-come, first-served basis.
PREMIER SPONSORED LINKS
TRADE CENTER
 
The TradingMarkets Directory
RELATED SITES
Nothing but forex
Please call 1-213-955-5858 ext. 1

About TradingMarkets | Contact | Advertise | Careers | Link to Us | Site Map | Help | Terms & Conditions | Privacy Policy | Return Policy | Testimonials | Feedback

Disclaimer:

The Connors Group, Inc. ("Company") is not an investment advisory service, nor a registered investment advisor or broker-dealer and does not purport to tell or suggest which securities or currencies customers should buy or sell for themselves. The analysts and employees or affiliates of Company may hold positions in the stocks, currencies or industries discussed here. You understand and acknowledge that there is a very high degree of risk involved in trading securities and/or currencies. The Company, the authors, the publisher, and all affiliates of Company assume no responsibility or liability for your trading and investment results. Factual statements on the Company's website, or in its publications, are made as of the date stated and are subject to change without notice.

It should not be assumed that the methods, techniques, or indicators presented in these products will be profitable or that they will not result in losses. Past results of any individual trader or trading system published by Company are not indicative of future returns by that trader or system, and are not indicative of future returns which be realized by you. In addition, the indicators, strategies, columns, articles and all other features of Company's products (collectively, the "Information") are provided for informational and educational purposes only and should not be construed as investment advice. Examples presented on Company's website are for educational purposes only. Such set-ups are not solicitations of any order to buy or sell. Accordingly, you should not rely solely on the Information in making any investment. Rather, you should use the Information only as a starting point for doing additional independent research in order to allow you to form your own opinion regarding investments. You should always check with your licensed financial advisor and tax advisor to determine the suitability of any investment.

HYPOTHETICAL OR SIMULATED PERFORMANCE RESULTS HAVE CERTAIN INHERENT LIMITATIONS. UNLIKE AN ACTUAL PERFORMANCE RECORD, SIMULATED RESULTS DO NOT REPRESENT ACTUAL TRADING AND MAY NOT BE IMPACTED BY BROKERAGE AND OTHER SLIPPAGE FEES. ALSO, SINCE THE TRADES HAVE NOT ACTUALLY BEEN EXECUTED, THE RESULTS MAY HAVE UNDER- OR OVER-COMPENSATED FOR THE IMPACT, IF ANY, OF CERTAIN MARKET FACTORS, SUCH AS LACK OF LIQUIDITY. SIMULATED TRADING PROGRAMS IN GENERAL ARE ALSO SUBJECT TO THE FACT THAT THEY ARE DESIGNED WITH THE BENEFIT OF HINDSIGHT. NO REPRESENTATION IS BEING MADE THAT ANY ACCOUNT WILL OR IS LIKELY TO ACHIEVE PROFITS OR LOSSES SIMILAR TO THOSE SHOWN.

The Connors Group, Inc.
10 Exchange Place, Suite 1800
Jersey City, NJ 07302

© Copyright 2009 The Connors Group, Inc.


All analyst commentary provided on TradingMarkets.com is provided for educational purposes only. The analysts and employees or affiliates of TradingMarkets.com may hold positions in the stocks or industries discussed here. This information is NOT a recommendation or solicitation to buy or sell any securities. Your use of this and all information contained on TradingMarkets.com is governed by the Terms and Conditions of Use. Please click the link to view those terms. Follow this link to read our Editorial Policy.

© 2009 The Connors Group, Inc.