Lawsuit Overview
Settlement Overview
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June 26, 2014 - The court approved the settlement, entered the orders approving the plan of allocation, the motion for attorneys’ fees and expenses, and dismissed the action with prejudice.
March 24, 2014 - The court preliminarily approved the settlement.
March 10, 2014 - Parties filed a stipulation of settlement.
May 25, 2012 - The court denied the defendants’ motion to dismiss.
December 10, 2010 - Defendants filed a motion to dismiss.
October 8, 2010 - The lead plaintiff filed an amended complaint on behalf of purchasers of Heckmann Corporation (NYSE: HEK) common stock who:
(1) who held shares of Heckmann Corporation (NYSE: HEK) as of September 15, 2008 and were eligible to vote at its special meeting held on October 30, 2008 with respect to its acquisition of China Water and Drinks Inc
and
(2) who purchased or otherwise acquired Heckmann Corporation (NYSE: HEK) shares between May 20, 2008 and May 8, 2009;
asserting claims for violations of the Securities Exchange Act of 1934.
August 12, 2010 - Lead plaintiff and lead counsel were appointed.
July 6, 2010 - Lead plaintiff motions were filed.
May 21, 2010 - Another investor filed a complaint.
May 6, 2010 - An investor in shares of Heckmann Corporation (NYSE: HEK now known as Nuverra Environmental Solutions Inc and trading on the NYSE sheets as NES) filed a lawsuit in the U.S. District Court for the District of Delaware against Heckmann Corporation over violations of Federal Securities Laws.
The complaint was filed on behalf of all persons or entities:
(1) who held shares of Heckmann Corporation (NYSE: HEK) as of September 15, 2008 and were eligible to vote at its special meeting held on October 30, 2008 with respect to its acquisition of China Water and Drinks Inc
and
(2) who purchased or otherwise acquired Heckmann Corporation (NYSE: HEK) shares between October 2, 2008 and May 8, 2009, excluding any securities of Heckmann Corporation acquired in exchange for securities of China Water and Drinks Inc pursuant to the Merger.
Heckmann Corporation, located in Palm Desert, California, was created to buy and build companies in the water sector. Heckmann Corporation reported in 2008 Total Revenue of $ 10.51 million with a Net Loss of $14.92 million, and in 2009 Total Revenue of $35.98million with a Net Loss of $395.54 million. On May 20, 2008, Heckmann Corporation announced that it had entered into an agreement to acquire China Water China Water and Drinks Inc for an aggregate purchase price of $625 million. In order to consummate the Merger - which required the vote of the majority of Heckmann Corporation's public stockholders - Heckmann Corporation issued a Joint Proxy on October 2, 2008 which solicited the approval of Heckmann Corporation's stockholders of the transaction.
According to the complaint the plaintiff alleges that Heckmann Corporation and certain of its directors and officers violated the Securities Exchange Act of 1934. In particular the plaintiff alleges that the China Water and Drinks Inc Joint Proxy from October 2, 2008 contained material misstatements and omitted material information.
The Defendants recommended that shareholders approve the transaction because China Water and Drinks Inc was as an attractive acquisition target that would provide Heckmann Corporation stockholders with an opportunity to merge with, and participate in, a company with significant growth potential , so the lawsuit.
In support of this recommendation, the Joint Proxy contained detailed reported, pro forma and projected financial data for Heckmann Corporation and China Water and Drinks Inc which was purportedly the product of Heckmann Corporation's extensive due diligence review of China Water and Drinks Inc and its business and operations. These statements were materially misleading and omitted material information regarding the value of China Water and Drinks Inc's assets and its financial condition. As a result of the material misstatements and omissions in the Joint Proxy, the Merger was overwhelmingly approved by Heckmann Corporation's stockholders.
Investors began learning about the true financial condition of China Water and Drinks Inc beginning on May 8, 2009, so the lawsuit, when Heckmann Corporation disclosed financial results for the first quarter of 2009 and disclosed that the Company had recorded a net loss for the first quarter of $186.2 million, or $1.69 per share, which included a $184.0 million non-cash goodwill impairment charge associated with the assets of China Water and Drinks Inc. Shares of Heckmann Corporation (NYSE: HEK) traded recently at $5.47 per share, down from its 52 week High of $6.48 per share, and over $10 per share in 2008.