Lawsuit Overview
An investor in shares of Shanda Games Limited (formerly NYSE: GAME) filed a lawsuit in the U.S. District Court for the Southern District of New York over alleged violations of Federal Securities Laws by Shanda Games Limited in connection with certain allegedly false and misleading statements.
According to the complaint the plaintiff alleges that the defendants violated Federal Securities Laws. More specifically, the plaintiff claims that Shanda Games Limited issued allegedly materially false and misleading statements in Proxy Statements and other materials related to the proposed merger of Shanda with Capitalhold, thus inducing shareholders to sell their shares of Shanda common stock at artificially deflated prices or to refrain from exercising their appraisal rights.
On April 3, 2015, Shanda Games Limited announced that it has entered into a merger agreement to be taken private by a consortium consisting of Ningxia Zhongyin Cashmere International Group Co., Ltd., a shareholder of the company.
On Nov. 18, 2015, Shanda Games Limited announced that, at an extraordinary general meeting held today, the Company's shareholders voted in favor of the proposal to authorize and approve the previously announced Agreement and Plan of Merger (the Merger Agreement ) dated as of April 3, 2015, as amended and restated on September 23, 2015, among the Company, Capitalhold Limited ( Parent ) and Capitalcorp Limited, a wholly owned subsidiary of Parent ( Merger Sub ), pursuant to which Merger Sub will be merged with and into the Company with the Company continuing as the surviving company (the Merger ) and to authorize and approve any and all transactions contemplated by the Merger Agreement, including the Merger.