Faruqi & Faruqi, LLP Announces Filing of a Class Action Lawsuit Against Northern Tier Energy LP
Notice is hereby given that Faruqi & Faruqi, LLP has filed a class action lawsuit in the United States District Court for the District of Arizona, case no. 2:16-cv-02844, on behalf of unitholders of Northern Tier Energy LP (“NTI” or the “Company”) (NYSE:NTI) who held NTI securities on the record date, May 23, 2016, and have been harmed by NTI’s and its board of directors’ (the “Board”) alleged violations of Sections 13(e), 14(a) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and Securities and Exchange Commission (“SEC”) Rules 14a-9 and 13e-3 in connection with the going private transaction between NTI and Western Refining, Inc. (“WNR”). The complaint also asserts claims against WNR and NTI’s financial advisor, Evercore Group L.L.C., for alleged violations of Sections 13(e) and 14(a) of the Exchange Act and SEC Rules 14a-9 and 13e-3.
On December 21, 2015, NTI announced it had entered into an Agreement and Plan of Merger (“Merger Agreement”) pursuant to which WNR would acquire the 61.6% of outstanding NTI common units it did not already own (the “Transaction”). The Transaction closed on June 23, 2016.
Pursuant to the terms of the Merger Agreement, which was unanimously approved by the Board, NTI’s shareholders had the choice to elect to receive consideration, subject to proration, of either: (i) $15.00 in cash without interest and 0.2986 of a share of WNR Common Stock, or (ii) $26.06 in cash without interest, or (iii) 0.7036 of a share of WNR Common Stock (“Merger Consideration”). The complaint claims that the Merger Consideration was inadequate in light of the Company’s recent financial performance and strong growth prospects.
The complaint alleges that the proxy statement/prospectus (the “Proxy”) filed with the SEC on May 23, 2016 provided materially incomplete and misleading information about the Company and the Proposed Transaction, in violation of Sections 13(e), 14(a) and 20(a) of the Exchange Act and SEC Rules 14a-9 and 13e-3. The Proxy failed to provide NTI’s shareholders with material information concerning the financial and procedural fairness of the Transaction.
Plaintiff is represented by Faruqi & Faruqi, LLP, a law firm with extensive experience in prosecuting class actions, and significant expertise in actions involving corporate fraud. Faruqi & Faruqi, LLP, was founded in 1995 and the firm maintains its principal office in New York City, with offices in Delaware, California, and Pennsylvania.
If you wish to serve as lead plaintiff, you must move the Court no later than 60 days from today. 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. If you wish to discuss this action, or have any questions concerning this notice or your rights or interests, please contact Derrick Farrell, Esq. via email at firstname.lastname@example.org or via phone at (877) 247-4292 or (212) 983-9330.
Please tell us about yourself by completing the form below and we will provide you with additional
information at no cost to you on how to join the Class Action.
* The submission of this form does not create an attorney-client relationship.
Derrick B. Farrell
Faruqi & Faruqi, LLP
685 Third Avenue 26th Floor
New York, NY 10017
Tel: (212) 983-9330
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