BALA CYNWYD, Pa., Jan. 14, 2015 /PRNewswire/ -- Law office of Brodsky & Smith, LLC today announced that on January 7, 2015, a class action was commenced on behalf of all holders of Dawson Geophysical Company ("Dawson") or the ("Company") (Nasdaq –DWSN-News) common shares in the United States District Court for the Western District of Texas relating to the proposed acquisition by TGC Industries, Inc. ("TGC") (the "Proposed Transaction").
If you are a Dawson common shareholder and 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, Jason Brodsky or Evan Smith of Brodsky & Smith, LLC at (877) LEGAL-90 or via e-mail at [email protected]. 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.
Dawson provides onshore seismic data acquisition and processing services in the United States and Canada.
The complaint alleges that Dawson, the Board and TGC breached their duties, and/or aided and abetted such breaches, in connection with their attempt to consummate the Proposed Transaction pursuant to an unfair process and for an unfair price. In addition, the complaint alleges Dawson and the Board disseminated a false and misleading Registration Statement on Form S-4 (the "S-4") in violation of §14(a) of the 1934 Act and Rule 14a-9 promulgated thereunder in connection with the Proposed Transaction.
On October 8, 2014, Dawson and TGC announced the entry into a definitive agreement (the "Merger Agreement") whereby, prior to completion of the merger, each holder of shares of Dawson common stock will be entitled to receive 1.760 shares of TGC common stock for each share of Dawson common stock owned, after giving effect to the proposed 1 for 3 reverse stock split to be effectuated by TGC, as well as cash payable in lieu of fractional shares pursuant to the terms of the merger agreement. Thereafter, on November 6, 2014, defendants caused the S-4 to be filed with the SEC and disseminated in connection with the February 9, 2015 shareholder vote on the Proposed Transaction. The complaint alleges the S-4 contains a number of false and misleading statements that are material to shareholders who are expected to rely upon the S-4 to determine whether to approve the Proposed Transaction. The S-4 omits a number of material facts necessary to make statements made therein not false and misleading, including the events leading to the Merger Agreement, the analyses conducted by the Board's financial advisor, and Dawson's prospective financial information.
Plaintiff seeks injunctive and equitable relief on behalf of all Dawson shareholders. Brodsky & Smith, LLC is a litigation law firm with extensive expertise representing shareholders throughout the nation in securities and class action lawsuits. The attorneys at Brodsky & Smith have been appointed by numerous courts throughout the country to serve as lead counsel in class actions and successfully recovered millions of dollars for our clients and shareholders. Attorney advertising. Prior results do not guarantee a similar outcome.
SOURCE Brodsky & Smith, LLC