Update -- San Diego, Jan 16, 2012 (Shareholders Foundation) -- On Jan. 16, 2012 Venoco Inc announced that it has entered into a merger agreement under which Timothy M. Marquez, Venoco's Chairman and CEO, who, together with affiliated trusts and foundations, holds 50.3% of Venoco's common stock, will acquire Venoco through a wholly owned entity, Denver Parent Corporation.

San Diego, Aug 29, 2011 (Shareholders Foundation) -- The announcement by Timothy Marquez, Chairman and CEO of Venoco, that he intends to acquire the remaining outstanding shares of Venoco stock prompted an investigation on behalf of investors of Venoco, Inc. (NYSE: VQ) concerning whether the offer to acquire Venoco and the buyout process are unfair to investors of Venoco (VQ), and whether certain of its officers and directors or others breach their fiduciary duties owed investors in Venoco (NYSE:VQ) shares.

The investigation by a law firm concerns whether the Venoco Inc, certain of its officers and directors, and/or others breached their fiduciary duties owed to Venoco, Inc. (NYSE:VQ) investors in connection with the proposed acquisition.

On Monday, August 29, 2011, Venoco, Inc. (NYSE: VQ) announced that its board of directors has received a non-binding proposal from Timothy M. Marquez, Chairman and CEO of the company and the holder of approximately 50.3% of Venoco's outstanding common stock, to acquire all of the outstanding shares of Venoco common stock for $12.50 per share in cash.
Following the takeover proposal shares of Venoco, Inc. (Public, NYSE:VQ) jumped from $8.98 on Friday, August 26, 2011 to $12.08 on Monday.

However, NSE: VQ shares traded as high as $14.75 as recently as July 22, 2011 and as high as $18.59 on April 29, 2011 and as high as $22.22 on February 2, 2011, thus well above the $12.50 offer. Additionally at least one analyst has set the high target price at $22 per share and the low target price at $14 per share. With a median Target price of $19.50 set by analysts the $12.50offer is well below the lowest target price.

Therefore the investigation concerns whether Timothy Marquez, would underpay for NYSE:VQ shares, thus unlawfully harming Venoco stockholders. The investigation concerns also whether the Venoco Board of Directors will undertake an adequate sale process and in particular breach their fiduciary duties to Venoco, Inc. (NYSE:VQ) shareholder by failing to adequately shop the Company before entering into the transaction.

Furthermore Venocos financial performance has been increasing over the past two years. Venocos annual Total Revenue rose from 4270.49million in 2009 to $295.29million in 2010 and it was able to pull out of a Net Loss of $47.30million for 09 and report a Net Income of $67.52million for 2010. Its second quarter Revenue rose from $70.06million last year to $87.29million this year and its second quarter Net Income increased from $3.71million a year earlier to $19.02million.

A potential securities class action lawsuit would also seek to maximize the amount of money and information NYSE:VQ shareholders would receive in a buyout, so the law firm.