Massey-Alpha merger cases handed to different judge

By Steve Korris | May 12, 2011

RICHMOND, Va. – U.S. District Judge John Gibney, suddenly in charge of three suits aiming to block the merger of Massey Energy into Alpha Natural Resources, can get rid of all three if he chooses.

The previous judge on the cases, Senior District Judge Robert Payne, reassigned them to Gibney on May 9, "because of docket congestion."

Now Gibney must rule on motions he inherited from Payne, seeking to stay the suits in favor of three similar actions in Delaware state court.

In all six suits, Massey stockholders propose class actions alleging Massey directors failed to obtain full value in the merger agreement with Alpha.

The first suit started in Delaware last year, as Massey stockholders sought to hold directors responsible for an explosion that killed 29 miners.

This Jan. 31, two days after Alpha and Massey announced they would merge, stockholders in that suit moved to amend their complaint to attack the merger.

Two days later, Massey stockholder Benjamin Mostaed sued the directors in federal court at Richmond.

Two days later, stockholder William Perkins sued them at Richmond.

Three days later, stockholder Richard Silverman sued them in Delaware.

A week later, stockholder Brian Goe sued them in Delaware.

Four days later, stockholder Henry Mandel sued them at Richmond.

Stockholders in the original suit amended their complaint in March, claiming directors breached fiduciary duties by arranging to eliminate their liability for the explosion.

In Delaware, Chancery Court Vice Chancellor Leo Strine consolidated the newer cases into the original one and set a hearing on May 26.

In Richmond, Payne handled the cases as a group but didn't consolidate them.

He set a hearing on May 19, but Massey and Alpha moved to delay it until after the hearing in Delaware.

The motion turned moot when Payne reassigned the case.

Gibney set an initial conference on June 2.

Alpha lawyers minimized the litigation in a preliminary registration of the merger they filed with the Securities Exchange Commission on April 21.

"These lawsuits seek, among other things, to enjoin the consummation of the merger," they wrote. "The Alpha Parties believe that the claims asserted against them in these lawsuits are without merit and plan to vigorously defend against them."

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