Robbins Geller Rudman & Dowd LLP Files Class Action Suit Against First M&F
SAN DIEGO -- April 9, 2013
Robbins Geller Rudman & Dowd LLP (“Robbins Geller”) today announced that a
class action has been commenced, through an amended complaint filed on April
8, 2013, in the United States District Court for the Northern District of
Mississippi on behalf of all holders of First M&F Corporation (“FMFC” or the
“Company”) (NASDAQ:FMFC) common stock on February 7, 2013, in connection with
the proposed takeover of FMFC and Merchants and Farmers Bank (“Merchants”) by
Renasant Corporation and Renasant Bank (collectively, “Renasant”).
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 firstname.lastname@example.org. If you are a member of this class, you can view
a copy of the amended complaint as filed or join this class action online at
http://www.rgrdlaw.com/cases/fmfc/. 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.
On February 7, 2013, FMFC announced that FMFC, Merchants and Renasant had
entered into a definitive merger agreement whereby FMFC and Merchants would be
merged with Renasant. Through the merger, the public shareholders of FMFC
would have the right to receive 0.6425 shares of Renasant common stock for
each share of FMFC common stock they own.
The amended complaint charges FMFC’s Board of Directors (the “Board”) and
Renasant with violations of §§14(a) and 20(a) of the Securities Exchange Act
of 1934 (the “1934 Act”) and U.S. Securities and Exchange Commission (“SEC”)
Rule 14a-9 in connection with the Form S-4 (the “S-4”) defendants filed with
the SEC on March 29, 2013 regarding the proposed merger between FMFC,
Merchants and Renasant. The amended complaint alleges that the S-4 contains
material omissions and/or misstatements in contravention of §§14(a) and 20(a)
of the 1934 Act and SEC Rule 14a-9 and/or defendants’ fiduciary duty of
disclosure under state law, including but not limited to material omissions
and/or misstatements concerning the sales process leading up to the execution
of the merger agreement, the Company’s value, the analyses performed by the
Company’s financial advisor, Keefe, Bruyette & Woods, Inc. (“KBW”), the
analyses performed by Renasant’s financial advisor Sandler O’Neill + Partners,
L.P., and the potential and/or actual conflicts of interest faced by KBW.
Plaintiff alleges that without this material information, FMFC shareholders
will be prevented from making a fully-informed decision as to the adequacy of
the proposed takeover consideration offered by Renasant and whether to vote
their shares in favor of the takeover. The S-4 anticipates an FMFC shareholder
vote on the proposed merger sometime in June 2013.
In addition, the amended complaint alleges the Board, FMFC, Merchants and
Renasant either directly breached or aided and abetted breaches of fiduciary
duties owed to FMFC shareholders in connection with the proposed merger.
Plaintiff seeks injunctive and equitable relief on behalf of all holders of
FMFC common stock on February 7, 2013 (the “Class”), including but not limited
to preventing the FMFC shareholder vote and consummation of the proposed
takeover of FMFC by Renasant unless and until the material omissions and/or
misstatements in the S-4 are corrected. 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. Please visit http://www.rgrdlaw.com
for more information.
Robbins Geller Rudman & Dowd LLP
Darren Robbins, 800-449-4900 or 619-231-1058
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