PHILADEPHIA — A stamps.com stockholder is alleging the company's CEO and board members failed to disclose pertinent merger information in a proxy statement.
Matthew Whitfield filed a complaint Sept. 15 in the U.S. District Court for the Eastern District of Pennsylvania against stamps.com Inc., Ken McBride, Mohan P. Ananda, David C. Habiger, G. Bradford Jones, Katie May and Theodore R. Samuels alleging violation of the Exchange Act and other claims.
According Whitfield's complaint, he is an owner of stamps.com common stock and on July 8, 2021, stamps.com entered into a merger agreement with Stream Parent and Stream Merger Sub Inc., affiliates of Thoma Bravo Fund XIV. He claims that in August of 2021, the defendants, who include stamps.com CEO and Chairman of the Board Ken McBride and members of the stamps.com board, filed a proxy statement with the U.S. Securities and Exchange Commission (SEC).
Whitfield further alleges the proxy statement fails to disclose "material information regarding the merger" including stamps.com's financial projections and financial analyses conducted by J.P. Morgan Securities LLC. He also claims the proxy fails to disclose the timing and details of J.P. Morgan's services provided to Thoma Bravo and its affiliates which is in violation of SEC rules.
Whitfield seeks monetary relief, trial by jury and all other just relief. He is represented by Joshua Grabar of The Grabar Law Office in Philadelphia.
U.S. District Court for the Eastern District of Pennsylvania case number 2:21-CV-040904