Investigation Overview
June 1, 2015 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold units of Eagle Rock Energy Partners, L.P. (NASDAQ:EROC), was announced concerning whether the takeover of Eagle Rock Energy Partners, L.P. by Vanguard Natural Resources, LLC for a value of $3.05 per unit is unfair to NASDAQ:EROC stockholders.
The investigation by a law firm concerns whether certain officers and directors of Eagle Rock Energy Partners, L.P. breached their fiduciary duties owed to NASDAQ:EROC investors in connection with the proposed acquisition.
On May 21, 2015, Vanguard Natural Resources, LLC (Nasdaq:VNR) and Eagle Rock Energy Partners, L.P. (NASDAQ:EROC) announced that they have entered into an Agreement and Plan of Merger pursuant to which a subsidiary of Vanguard Natural Resources, LLC (Nasdaq:VNR) will merge into Eagle Rock Energy Partners, L.P. (NASDAQ:EROC) for total consideration of $474 million in Vanguard Natural Resources, LLC (Nasdaq:VNR) common units and the assumption of Eagle Rock Energy Partners' net debt of $140 million as of March 31, 2015. The consideration to be received by Eagle Rock Energy Partners unitholders is valued at $3.05 per NASDAQ:EROC common unit based on Vanguard Natural Resources' closing price as of May 21, 2015.
However, given that NASDAQ:EROC units regard in early 2014 as high as $6.16 per unit and as high as $10.16 per unit in April 2013, the investigation concerns whether the offer is unfair to NASDAQ:EROC stockholders. More specifically, the investigation concerns whether the Eagle Rock Energy Partners Board of Directors undertook an adequate sales process, adequately shopped the company before entering into the transaction, maximized unitholder value by negotiating the best price, and acted in the unitholders' best interests in connection with the proposed sale.
Eagle Rock Energy Partners, L.P. reported that its annual Total Revenue rose from $200.61 million in 2013 to $203.79 million in 2014 and that its respective Net Loss declined from $277.98 million to $139.91 million.
On June 1, 2015, Eagle Rock Energy Partners, L.P. (NASDAQ:EROC) units closed at $2.70 per unit.