BOSTON, Oct. 22, 2013 /PRNewswire/ -- Block & Leviton
LLP (www.blockesq.com), a Boston-based law firm representing investors
nationwide, has commenced an investigation into possible breaches
of fiduciary duty by the Board of Directors of PAA Natural Gas
Storage, L.P. ("PNG" or the "Company") (NYSE: PNG) concerning
the proposed acquisition of the Company by Plains All American
Pipeline, L.P. ("PAAP") in a unit for unit stock transaction.
Under the terms of the proposed transaction, public unitholders
of PAAP will acquire PNG for 0.445 common units of PAAP per PNG
common unit surrendered pursuant to the Merger Agreement, plus cash
in lieu of any fractional common units of PAAP otherwise issuable
in the Merger. PNG will thereafter operate as a wholly owned
subsidiary of PAAP. PAAP owns 100% of the membership
interests in the general partner of PNG, 100% of the outstanding
subordinated units of PNG and approximately 46% of the 61.2 million
outstanding common units of PNG. Pursuant to the Merger Agreement,
PAAP has agreed to vote its common units and subordinated units in
favor of the Merger. The transaction is expected to close in
the latter half of the fourth quarter of 2013. The
acquisition ratio represents an almost non-existent premium of 1.7%
to the closing price of PNG on October 21,
2013, the last day of trading prior to the
transaction. As such, it appears that the proposed offer
price provides an insufficient premium to shareholders.
Block & Leviton's investigation seeks to determine, among
other things, whether PNG's Directors breached their fiduciary
duties by failing to maximize shareholder value in the proposed
acquisition by PAAP and the overall fairness of the process by
which the PNG Directors considered and approved the
transaction.
If you are a PNG shareholder and have questions about your legal
rights, or if you have information relevant to this investigation,
please contact attorney Steven P.
Harte, at
(617) 398-5600 or email him at Steven@blockesq.com.
Block & Leviton is a Boston-based law firm representing investors
nationwide for violations of securities laws. The firm's
lawyers have collectively been prosecuting securities cases on
behalf of investors for over 50 years. This notice may
constitute attorney advertising.
Contact:
BLOCK & LEVITON LLP
Steven P. Harte, Esq.
steven@blockesq.com
(617) 398-5600
SOURCE Block & Leviton LLP