Sandell Files Complaint Against Southern Union Company (NYSE: SUG) Seeking to Compel Compliance With Delaware Law and Access to
15 Décembre 2006 - 2:30PM
PR Newswire (US)
NEW YORK, Dec. 15 /PRNewswire-FirstCall/ -- Sandell Asset
Management Corp. announced that Castlerigg Master Investments Ltd.,
an investment fund affiliated with Sandell, has filed a complaint
in the Delaware Court of Chancery against Southern Union Company
seeking to compel Southern Union to provide Castlerigg with current
stocklist materials in accordance with Delaware law. On December 5,
2006, Castlerigg delivered a demand letter to Southern Union
seeking to exercise its right pursuant to Delaware law to inspect
certain stocklist materials of Southern Union. On the same day,
Castlerigg notified Southern Union of its intention to nominate
candidates for director at the company's 2007 Annual Meeting of
Stockholders and its intention to solicit proxies in support of
such stockholder nominees from other stockholders. On December 11,
2006, Southern Union refused to deliver current stocklist
materials, stating instead that it would only deliver at this time
a stockholder list prepared nine months ago in advance of the 2006
annual meeting. Castlerigg charges in its complaint that Southern
Union's failure to comply with the properly-submitted demand for
current stocklist materials violates Castlerigg's rights as a
stockholder under Delaware law and deprives Castlerigg of the
ability to communicate with other Southern Union stockholders while
the incumbent directors and management are able to do so. This
complaint is separate from a previous complaint filed on December
5, 2006 by Castlerigg against Southern Union in the same court, in
which Castlerigg, among other things, charged that the director
nomination provision of Southern Union's bylaws is itself an
invalid entrenchment device that purports to strip stockholders of
their right under Delaware law to nominate director candidates by
providing that candidates must be approved by a hand- picked
committee of incumbent directors. About Sandell Asset Management
Corp. Sandell Asset Management Corp. is a multi-billion dollar
global investment management firm, founded by Thomas E. Sandell,
that focuses on global corporate events and restructurings
throughout North America, Continental Europe, the United Kingdom,
Latin America and the Asia-Pacific theatres. Sandell frequently
will take an "active involvement" in facilitating financial or
organizational improvements accruing to the benefit of investors.
DATASOURCE: Sandell Asset Management Corp. CONTACT: Thomas E.
Sandell, Sandell Asset Management Corp., +1-212-603-5700
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