Builders FirstSource, Inc. (BLDR)
Whether directors and officers of Builders FirstSource, Inc. (BLDR) breached their fiduciary duties to the company and its shareholders.
Investigation
06/09/2022
Initial Lawsuit
06/09/2022
Lawsuit Progression
08/08/2022
Did Waste Management Inc. (WM) mislead investors regarding the closing of the 2020 merger with Advanced Disposal, regulatory compliance (antitrust), the DOJ lawsuit, and the issuance of senior notes?
The company redeemed the notes at 101% under a provision of the indenture following the failure to close the merger before July 14, 2020, causing senior notes investors financial losses.
This post is open for investors to gather facts, and findings and track their exposure to related lawsuits. We invite investors and shareholders to contribute to this investigation for their own benefit, add events to the factual timeline below and vote on events’ pertinence.
A lawsuit was subsequently filed by the holder of senior notes. We will update this post as it unfolds.
07/15/2020
Waste Management announces the 101% redemption of the senior notes.
“because the Company’s pending acquisition of Advanced Disposal Services, Inc. was not completed on or prior to July 14, 2020, the Company is required to redeem the entire outstanding principal amount of the Notes, totaling $3,000,000,000, at a redemption price equal to 101% of the aggregate principal amount of each series of the Notes, plus accrued but unpaid interest on the principal amount of such series of the Notes to, but not including, the redemption date. Pursuant to the terms of the Indenture and Section 5 of each series of the Notes, the Company provided notice of the redemption to the Trustee and the holders of the Notes on July 15, 2020. The date of redemption will be July 20, 2020.”
See more on Factual TimelineA notes holder filed this securities class action on behalf of all purchasers of the following notes between February 13, 2020, and June 23, 2020, both dates inclusive:
(i) 2.95% Senior Notes due 2024; (ii) 3.20% Senior Notes due 2026; (iii) 3.45% Senior Notes due 2029; and (iv) 4.00% Senior Notes due 2039.
According to the complaint, defendants made materially false and/or misleading statements, as well as failed to disclose material adverse facts about the company’s business, operations, and prospects. Specifically, defendants allegedly failed to disclose to investors:
(a) that the U.S. Department of Justice (DOJ) had indicated to Waste Management, Inc. that it would require the company to divest significantly more assets than the $200 million in revenue-producing assets of the combined companies over a prior 12-month period;
(b) that, as a result of (a) above, the merger between Waste Management, Inc. and Advanced Disposal Services, Inc. would not be completed by July 14, 2020, the end date under the merger agreement; and
(c) that, as a result of (a)-(b) above, the redeemable senior notes would be subject to mandatory redemption at 101% of par (the 2.95% Senior Notes due 2024; 3.20% Senior Notes due 2026; 3.45% Senior Notes due 2029; and 4.00% Senior Notes due 2039).
The lead plaintiff deadline has passed, we will update this page as the lawsuit progresses
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