March 28, 2011 (San Diego, CA) – Robbins Umeda LLP announces that the firm commenced a class action lawsuit on March 8, 2011, in the U.S. District Court for the Southern District of Texas, Houston Division on behalf of all persons who hold shares of common stock of Pride International, Inc. (“Pride” or the “Company”) (NYSE: PDE) against Pride and its board of directors for violations of sections 14(a) and 20(a) of the Securities and Exchange Act of 1934 in connection with the proposed acquisition of Pride by Ensco plc (“Ensco”).
The complaint alleges that on February 7, 2011, defendants announced that they had entered into a definitive merger agreement with Ensco, pursuant to which Pride shareholders will receive the inadequate price of $15.60 in cash and 0.4778 newly-issued shares of Ensco, for a total value of $41.60 for each share of Pride common stock (the “Proposed Acquisition”).
The complaint alleges that the Proposed Acquisition is the product of a fundamentally flawed process, undertaken in breach of the board’s fiduciary duties, and designed to sell Pride to Ensco on terms preferential to Ensco, and provide material benefits to the Company’s insiders.
The complaint further alleges that in an attempt to secure shareholder support for the Proposed Acquisition, on March 3, 2011, defendants issued a materially false and misleading S-4 Registration Statement (the “S-4”). The S-4, which recommends that Pride shareholders vote in favor of the Proposed Acquisition, omits and/or misrepresents material information about the unfair sales process, the unfair consideration, and the true intrinsic value of the Company. This information is material in assisting Pride shareholders in making an informed decision whether or not to vote in favor of the Proposed Acquisition.
Plaintiff seeks injunctive relief on behalf of all holders of Pride common stock as of February 7, 2011 (the “Class”). The plaintiff is represented by Robbins Umeda LLP and Federman & Sherwood.
If you wish to serve as lead plaintiff, you must move the Court no later than 60 days from March 28, 2011. If you wish to discuss this action or have any questions concerning this notice or your rights or interests, please contact Gregory E. Del Gaizo, Esq. of Robbins Umeda LLP at 800-350-6003, via the shareholder information form below or by e-mail at email@example.com. You may also contact William B. Federman of Federman & Sherwood at 405-235-1560 or by email at firstname.lastname@example.org. Any member of the 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 firm name changed from Robbins Umeda LLP to Robbins LLP on January 1, 2013.