NEW YORK--(BUSINESS WIRE)--Robbins Geller Rudman & Dowd LLP (“Robbins Geller”) (http://www.rgrdlaw.com/cases/neustar/) today announced that a class action has been commenced by an institutional investor on behalf of owners of NeuStar, Inc. (“NeuStar”) (NYSE:NSR) common stock as of January 30, 2017 (the “Class”), the record date for determination of stockholders entitled to notice of and to vote upon a proposal to adopt the Merger Agreement, as defined herein. This action was filed in the United States District Court for the Eastern District of Virginia and is captioned Teamsters Local 210 Affiliated Pension Trust Fund v. NeuStar, Inc., et al.
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, Samuel H. Rudman or David A. Rosenfeld of Robbins Geller at 800/449-4900 or 619/231-1058, or via e-mail at email@example.com. If you are a member of this class, you can view a copy of the complaint as filed at http://www.rgrdlaw.com/cases/neustar/. 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 NeuStar and certain of its officers and directors with violations of the Securities Exchange Act of 1934. NeuStar is a company comprised of two main parts: cellular services and corporate cloud-based services. As part of the cellular services segment, NeuStar is currently the Local Number Portability Administrator (“LNPA”) and has managed the Number Portability Administration Center (“NPAC”) under contract for the U.S. Government (the “NPAC Contract”) since number portability became possible nearly 20 years ago. Number portability allows telephone customers to retain their phone number if they switch telephone service providers. The NPAC Contract was non-renewed, and the Federal Communications Commission (“FCC”) engaged another firm to build a replacement platform to service this need in the future. NeuStar will continue to service the NPAC Contract under the old terms until the cutover to the new system occurs.
On December 14, 2016, NeuStar and Golden Gate Private Equity, Inc. (“Golden Gate”) executed a merger agreement (the “Merger Agreement”) pursuant to which NeuStar agreed to be acquired by Golden Gate for $33.50 per share in cash (the “Transaction”). On March 14, 2017, a majority of NeuStar shareholders voted to approve the Transaction, and on August 8, 2017, the Transaction closed. At issue is: (1) the valuation of the NPAC Contract based on how its cash flows were modeled into NeuStar’s management’s forecasts; and (2) whether NeuStar’s Board of Directors adequately informed shareholders when it disclosed an estimated transition date for the NPAC Contract of September 30, 2018 in the proxy statement filed with the SEC in connection with the Transaction, which, plaintiff alleges, was materially false and misleading.
Unbeknownst to shareholders, NeuStar knew that the NPAC Contract would not terminate by September 30, 2018. Specifically, NeuStar represented to the FCC a projected transition completion date sharply at odds with the expected transition completion date of September 30, 2018. On at least two separate occasions, NeuStar expressed concern that completion of the LNPA transition would be seriously delayed and would not be completed until “sometime in 2019,” and that even “2019 might be optimistic.” Without this material information, NeuStar stockholders were unable to properly analyze the adequacy of the merger consideration and/or whether or not to vote in favor of the Transaction.
Plaintiff seeks to recover damages on behalf of all owners of NeuStar common stock as of January 30, 2017 (the “Class”). The plaintiff is represented by Robbins Geller, which has extensive experience in prosecuting investor class actions including actions involving financial fraud.
Robbins Geller is widely recognized as the leading law firm advising and representing U.S. and international investors in securities litigation and portfolio monitoring. With 200 lawyers in 10 offices, Robbins Geller has obtained many of the largest securities class action recoveries in history. For the third consecutive year, the Firm ranked first in both the total amount recovered for investors and the number of securities class action recoveries in ISS's SCAS Top 50 Report. Robbins Geller attorneys have shaped the law in the areas of securities litigation and shareholder rights and have recovered tens of billions of dollars on behalf of the Firm’s clients. Robbins Geller not only secures recoveries for defrauded investors, it also implements significant corporate governance reforms, helping to improve the financial markets for investors worldwide. Please visit rgrdlaw.com/cases/neustar/ for more information.