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Multiple suits filed against Rockwell Collins acquisition
Nov. 3, 2017 1:20 pm, Updated: Jan. 15, 2018 10:52 am
Five lawsuits have been filed against the proposed acquisition of Rockwell Collins, all with similar complaints.
The suits, all filed in U.S. District Court in the past two weeks, were brought by shareholders in the Cedar Rapids-based company. They each seek class-action status.
Each lawsuit says Rockwell and its directors failed to submit information relevant to stockholders when filing a registration statement about the acquisition.
'The omissions and false and misleading statements in the registration statement are material in that a reasonable stockholder will consider them important in deciding how to vote on the proposed transaction,” one lawsuit reads.
The Gazette reported on one of the suits on Oct. 24.
Robert Miller, a professor of law at the University of Iowa, said suits such as the ones against the Rockwell acquisition are common.
'Eighty to 90 percent of all public company mergers in the United States are challenged in public court,” Miller said.
Most of these types of lawsuits, he said, are dismissed, with a few resulting in settlements. Any additional disclosures from a company are unlikely to provide shareholders with information that would change their vote on the acquisition, he said.
The plaintiffs in each suit are represented by different law firms, but Des Moines lawyer Kim Baer filed the lawsuits on their behalf. Baer declined to comment Friday.
Pam Tvrdy-Cleary, a spokeswoman for Rockwell, said the company does not comment on pending litigation.
Connecticut-based United Technologies Corp. announced in September plans to buy Rockwell for $30 billion, including debt. The acquisition requires regulatory and shareholder approval, but is expected to close between July and September of 2018.
Once complete, Rockwell would join with UTC's aerospace division to form a new subsidiary, Collins Aerospace Systems.
The lawsuits all ask a judge to prevent Rockwell, UTC and the other defendants 'from proceeding with, consummating or closing” the acquisition.
l Comments: (319) 398-8366; matthew.patane@thegazette.com
Rockwell Collins headquarters in Cedar Rapids on Thursday, Dec. 1, 2016. (Liz Martin/The Gazette)