Schulte Roth & Zabel LLP Announces Fortegra Financial Corporation Securities Litigation
JACKSONVILLE, Fla., Feb. 20, 2015 /PRNewswire/ -- The following statement is being issued by Schulte Roth & Zabel LLP regarding the Fortegra Financial Corporation Securities Litigation:
IN THE CIRCUIT COURT FOR THE FOURTH JUDICIAL CIRCUIT,
IN AND FOR DUVAL COUNTY, FLORIDA
IN RE FORTEGRA FINANCIAL
CORPORATION SHAREHOLDER
LITIGATION
Case No. 16-2014-CA-005825-XXXX-MA
____________________________________/
SUMMARY NOTICE
IF YOU HELD COMMON STOCK OF FORTEGRA FINANCIAL CORPORATION ON AUGUST 12, 2014, YOU COULD BE A CLASS MEMBER IN A CLASS-ACTION SETTLEMENT
A settlement has been proposed in a class-action lawsuit pending in the Circuit Court for the Fourth Judicial Circuit, in and for Duval County, Florida between plaintiffs Shiva Y. Stein and Carol Hickey ("Plaintiffs"); Fortegra Financial Corporation ("Fortegra"); Tiptree Operating Company, LLC, Tiptree Financial Inc., Caroline Holdings, LLC, and Carolina Merger Sub, Inc. (together, "Tiptree"); and certain individual defendants that comprise Fortegra's Board of Directors (together, with Fortegra and Tiptree, the "Defendants"). If you are a class member in the class-action settlement (a "Settlement Class Member"), you (1) will be bound by any judgment entered in this Action whether or not you actually receive this Notice; and (2) may not opt out of the Settlement Class.
Class Membership. You are a Settlement Class Member if you were a record holder or beneficial owner of common stock of Fortegra (together with its predecessors, successors, parents, subsidiaries, divisions, and affiliates) on August 12, 2014 and held such shares through and including December 4, 2014, the closing date of the merger.
Subject Matter of Lawsuit. On August 11, 2014, Fortegra and Tiptree entered into an Agreement and Plan of Merger, pursuant to which Tiptree would acquire Fortegra for $10.00 per share of Fortegra common stock (the "Merger"). In connection with the execution of the Merger Agreement, certain majority stockholders executed a Written Consent of Stockholders in Lieu of Meeting, thereby approving the Merger and eliminating the need for a shareholder vote on it. Fortegra and Tiptree jointly announced the Merger the following day. The Plaintiffs challenged the merger on the grounds that, among other things, the Fortegra board of directors breached its fiduciary duties in connection with the Merger, the Agreement and Plan of Merger, and the disclosures made by Fortegra concerning the Merger.
Settlement Terms. In consideration for the settlement and, among other things, the dismissal with prejudice of the class-action lawsuit, the Company and Tiptree agreed to make and made the Supplemental Disclosures regarding the Merger in a Form 8-K filed with the SEC on or about October 14, 2014.
Options for Class Members. Any Settlement Class Member may, but is not required to, appear at the Settlement Hearing in person or by counsel and be heard in support of, or in opposition to, the Settlement, the entry of the Order and Final Judgment, or any other matter to be considered at the Settlement Hearing. If a Settlement Class Member wishes to oppose or contest the Settlement at the Settlement Hearing, the Settlement Class Member must follow the procedures set forth in the "Notice of the Settlement to Settlement Class Members," available on the website at www.fortegrafinancialshareholderlitigation.com.
For more information: Call toll free 1-877-297-1200; visit the website at www.fortegrafinancialshareholderlitigation.com; or write to Fortegra Financial Shareholder Litigation, c/o Gilardi & Co. LLC, P.O. Box 990 Corte Madera, CA 94976-0990.
SOURCE Schulte Roth & Zabel LLP
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