NEW YORK, June 9, 2016 /PRNewswire/ -- WeissLaw LLP is investigating possible breaches of fiduciary duty and other violations of law by the Board of Directors of Rose Rock Midstream L.P. ("RRMS" or the "Company") in connection with the proposed acquisition of the Company by SemGroup Corporation ("SEMG"). On May 31, 2016, the Company announced it had reached a definitive agreement for SEMG to acquire all outstanding units of RRMS in a stock-for-unit transaction. Under the terms of the agreement, RRMS unitholders will receive 0.8136 shares of SEMG for each RRMS unit they own; representing a consideration of $25.83 per unit based on SEMG's May 31 closing price of $31.76.
WeissLaw is investigating whether RRMS's Board acted to maximize shareholder value prior to entering into the agreement. Notably, the consideration offers virtually no premium over the May 31 closing price of $25.80. Additionally, on that same day, RRMS traded at $26.31, or approximately $0.50 above the per unit consideration. Moreover, the Company recently announced positive financial results. It reported EBITDA of $49 million in the first quarter of 2016, as compared with $42.1 million reported in the same period of the previous year, representing an increase of 16% year-over-year and an increase of 5% when compared to the $46.6 million reported in the fourth quarter of 2015.
Given these facts, WeissLaw is investigating the Board's decision to sell RRMS and whether RRMS unitholders will obtain their fair and proportionate share of the Company's continued success and future growth prospects. If you own RRMS units and would like more information about your rights or our investigation, or if you have information to share with us, please contact Joshua Rubin by telephone at (888) 593-4771 or by email at firstname.lastname@example.org.
WeissLaw LLP has litigated hundreds of stockholder class and derivative actions for violations of corporate and fiduciary duties. We have recovered over a billion dollars for defrauded clients and obtained important corporate governance relief in many of these cases. If you have information or would like legal advice concerning possible corporate wrongdoing (including insider trading, waste of corporate assets, accounting fraud, or materially misleading information), consumer fraud (including false advertising, defective products, or other deceptive business practices), or anti-trust violations, please email us at email@example.com or fill out the form on our website, http://www.weisslawllp.com/contact/report_fraud/.
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SOURCE WeissLaw LLP