Company Website:
http://www.rgrdlaw.com
SAN DIEGO -- (Business Wire)
Robbins Geller Rudman & Dowd LLP (“Robbins Geller”) today announced that
a class action has been commenced in the United States District Court
for the Western District of Pennsylvania on behalf of holders of H.J.
Heinz Company (“Heinz”) (NYSE:HNZ) common stock on February 14, 2013, in
connection with the proposed acquisition of Heinz by Berkshire Hathaway,
Inc. (“Berkshire”) and 3G Capital Management, LLC (“3G Capital”) (the
”Proposed Acquisition”).
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 the Heinz Board of Directors (the “Board”),
Berkshire and 3G Capital with violations of the Securities Exchange Act
of 1934 (“1934 Act”) and breaches of fiduciary duty and/or the aiding
and abetting of such breaches in connection with the Proposed
Acquisition. Heinz is the most global of all U.S.-based food companies,
providing nutritious and convenient foods for families in 200 countries
around the world.
On February 14, 2013, Heinz, Berkshire and 3G Capital announced that
they had entered into a definitive merger agreement under which Heinz
would be acquired by Berkshire and 3G Capital for $72.50 per share. The
complaint alleges that the Proposed Acquisition is the result of an
unfair sales process designed to ensure that only Berkshire and 3G
Capital have the opportunity to acquire Heinz in breach of the fiduciary
duties owed to Heinz by the Board. The complaint also alleges that the
Board, Berkshire and 3G Capital violated §§14(a) and 20(a) of the 1934
Act by issuing a false Proxy Statement in connection with the Proposed
Acquisition on March 4, 2013. The Proxy Statement contains a number of
false and misleading statements that are material to shareholders who
are expected to rely upon the Proxy Statement to determine whether to
approve the Proposed Acquisition. These include facts relating to:
(a) the strategic alternatives available to the Company; (b) the
financial projections relied on by the Board’s financial advisors in
their valuation analyses; (c) the inputs and data underlying the
financial analyses of the Board’s financial advisors; and (d) the
potential conflicts of interest burdening Heinz’s financial advisors.
Plaintiff seeks injunctive and equitable relief derivatively on behalf
of Heinz and on behalf of holders of Heinz common stock on February 14,
2013 (the “Class”). The plaintiff is represented by Robbins Geller,
which has expertise in prosecuting investor class actions and extensive
experience in actions involving financial fraud.
Robbins Geller represents U.S. and international institutional investors
in contingency-based securities and corporate litigation. With nearly
200 lawyers in nine offices, the firm represents hundreds of public and
multi-employer pension funds with combined assets under management in
excess of $2 trillion. The firm has obtained many of the largest
recoveries in history and has been ranked number one in the number of
shareholder class action recoveries in MSCI’s Top SCAS 50 every
year since 2003. According to Cornerstone Research, the firm’s
recoveries have averaged 35% above the median for all firms over the
past seven years (2005-2011). Please visit http://www.rgrdlaw.com
for more information.
Contacts:
Robbins Geller Rudman & Dowd LLP
Darren
Robbins
800/449-4900 or 619/231-1058
djr@rgrdlaw.com
Source: Robbins Geller Rudman & Dowd LLP