New York Stockholder Litigation
NEW YORK, Dec. 20, 2018 (GLOBE NEWSWIRE) -- On July 12, 2018, a press release announced that Greater Hudson Bank (“Greater Hudson” or the “Company”) and ConnectOne Bancorp, Inc. (“ConnectOne”) had entered into a definitive merger agreement dated July 11, 2018 (the “Merger Agreement”) whereby ConnectOne would acquire each share of Greater Hudson common stock in exchange for 0.245 shares of ConnectOne common stock (the “Transaction”) subject to, among other things, stockholder voting approval. In connection with the merger, on September 7, 2018, the Defendants filed a Form S-4 Registration Statement (the “Registration Statement”) with the United States Securities and Exchange Commission in connection with the Transaction that included a preliminary proxy statement/prospectus for the stockholder vote on the Transaction.
On October 8, 2018, Barbara S. Durkin (“Plaintiff”) filed a putative class action lawsuit in this Court, captioned Durkin v. Torsoe, et al., Index No.035973/2018 (N.Y. Sup.) (the “Action”), alleging, among other things, that Defendants breached their fiduciary duties in connection with the Transaction and the disclosures made in the Registration Statement in connection with the stockholder vote on the Transaction.
On November 9, 2018, ConnectOne filed an Amended Registration Statement with the SEC containing certain additional disclosures (the “Supplemental Disclosures”) not contained in the Registration Statement. The Supplemental Disclosures mooted the Action. On December 19, 2018, the Court entered a Stipulation and Order pursuant to which Plaintiff voluntarily dismissed the Action. Absent agreement of the parties, Plaintiff’s counsel intend to assert a claim for attorneys’ fees and expenses in connection with the Supplemental Disclosures.