Milberg Announces Investigation of Conflicts of Interest And Unfair Low Price In The Proposed Crimson Exploration Inc. Transaction

Milberg Announces Investigation of Conflicts of Interest And Unfair Low Price In The Proposed Crimson Exploration Inc. Transaction

NEW YORK--(BUSINESS WIRE)-- Milberg LLP is currently investigating the proposed acquisition of Crimson Exploration, Inc. (Crimson) (Nasdaq: CXPO  ) by Contango Oil & Gas Company (Contango), as being potentially unfair to Crimson’s public shareholders.

On April 30, 2013, Crimson announced that it had agreed to be acquired by Contango in an all-stock transaction. Under the merger agreement, each share of Crimson stock will be converted into 0.08288 shares of Contango stock. Based on Contango’s closing stock price on April 29, 2013, the transaction represents an implied price per share for Crimson of $3.19, a premium of less than 8% over the closing price of Crimson stock on April 29, 2013. The proposed merger consideration is inadequate in light of Crimson’s positive business and financial performance in the recent years, the Company’s significant prospects for growth, and Crimson executives’ statements that the Company’s assets are undervalued.

Allan D. Keel, Crimson’s CEO and President, and E. Joseph Grady, Crimson’s CFO, have each signed employment agreements to continue in the same roles at the combined company, and Crimson’s senior management will reportedly join the Contango-controlled post-Merger entity in similar positions that they enjoy now.

Moreover, the merger agreement contains onerous deal protection provisions designed to effectively preclude other bidders from making a successful competing offer for the Company, and when coupled with voting agreements and commitments in support of the merger by certain large shareholders of the Company, effectively render the transaction a fait accompli.

Milberg’s investigation concerns the potential unfairness of the consideration being provided to Crimson shareholders, and whether approval of the merger was improperly motivated by post-closing employment arrangements and other conflicts of interest.

Persons with relevant information, and Crimson shareholders with questions about this investigation, are invited to contact our Firm by calling 866.582.8140, or contacting the Milberg LLP attorneys listed below.

Kent A. Bronson
(212) 594-5300

Gloria Kui Melwani
(212) 594-5300

Attorney Advertising. Prior Results Do Not Guarantee A Similar Outcome.

Milberg LLP
Kent A. Bronson, 212-594-5300
Gloria Kui Melwani, 212-594-5300

KEYWORDS:   United States  North America  New York


Try any of our Foolish newsletter services free for 30 days. We Fools may not all hold the same opinions, but we all believe that considering a diverse range of insights makes us better investors. The Motley Fool has a disclosure policy.

Read/Post Comments (0) | Recommend This Article (0)

Comments from our Foolish Readers

Help us keep this a respectfully Foolish area! This is a place for our readers to discuss, debate, and learn more about the Foolish investing topic you read about above. Help us keep it clean and safe. If you believe a comment is abusive or otherwise violates our Fool's Rules, please report it via the Report this Comment Report this Comment icon found on every comment.

Be the first one to comment on this article.

Sponsored Links

Leaked: Apple's Next Smart Device
(Warning, it may shock you)
The secret is out... experts are predicting 458 million of these types of devices will be sold per year. 1 hyper-growth company stands to rake in maximum profit - and it's NOT Apple. Show me Apple's new smart gizmo!

DocumentId: 2421957, ~/Articles/ArticleHandler.aspx, 8/29/2015 7:58:41 PM

Report This Comment

Use this area to report a comment that you believe is in violation of the community guidelines. Our team will review the entry and take any appropriate action.

Sending report...