Shareholder Rights Law Firm Johnson & Weaver, LLP is investigating
whether members of the board of directors of Copano Energy, L.L.C.
(NasdaqGS: CPNO) breached their fiduciary duties in connection with the
proposed acquisition by Kinder Morgan Energy Partners, L.P.
On January 30, 2013, Kinder Morgan announced that it had entered into a
definitive merger agreement to acquire all outstanding shares of CPNO in
a stock-for-stock transaction, with CPNO shareholders receiving 0.4563
of a Kinder Morgan share for each share of CPNO they own. This offer
price represents a value of approximately $40.91 per share, which is
below at least one analyst's target price for CPNO.
The investigation will determine whether CPNO's board of directors
breached their fiduciary duties to stockholders by failing to
satisfactorily shop the comany before entering into this agreement. Jim
Baker, lead analyst for Johnson & Weaver, stated that, "Kinder Morgan's
offer appears to be inadequate and not in the best interest of CPNO's
shareholders." In particular, Baker noted that CPNO's projected earnings
estimates highlight CPNO's strong growth prospects, which may not be
adequately reflected in Kinder Morgan's offer price.
Baker also noted the possible presence of self-dealing by CPNO's board
of directors. Many of CPNO's senior executives, including members of the
board, are due to receive millions of dollars in change of control
payouts upon consummation of the transaction. By contrast, the
transaction likely means that CPNO's planned February 14, 2013
shareholder dividend payment will be cancelled.
If you are a CPNO shareholder and are interested in learning more about
the investigation or your legal rights and remedies, please contact
attorney Shawn Fields (firstname.lastname@example.org)
Johnson & Weaver, LLP is a nationally recognized shareholders' rights
law firm. The firm represents individual and institutional investors in
shareholder derivative and securities class action lawsuits. For more
information about the firm and its attorneys, please visit http://www.johnsonandweaver.com.
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