WASHINGTON--(BUSINESS WIRE)--On September 24, 2014 and October 24, 2014, two stockholders of Dresser-Rand Group, Inc. filed purported class action lawsuits, which have since been consolidated into one class action, in the Delaware Court of Chancery against DRC’s Board of Directors and CEO, alleging breaches of fiduciary duty. DRC, Siemens Energy, Inc., and Siemens’ wholly-owned subsidiary, Dynamo Acquisition Corporation, were also named as defendants for allegedly aiding and abetting the other defendants’ breaches of fiduciary duties. The claims relate to DRC’s Board of Directors’ approval of the merger agreement dated September 21, 2014, between DRC and Siemens, which was alleged to offer unfair and inadequate consideration for DRC stock. The proposed class action, among other things, sought to prevent the merger, cause the public disclosure of certain information, and monetary damages.

On November 17, 2014, DRC filed with the SEC a Form 8-K that included certain supplemental disclosures that were negotiated with the plaintiffs and were provided in connection with, and solely as a result of, a proposed settlement among the parties to the litigation. These supplemental disclosures pertained to DRC’s financial projections, background leading to the merger, and alternatives to the merger that were considered by DRC’s Board of Directors, including information with respect to the timing of discussions regarding the combined company’s board representation and employment of DRC management.

Plaintiffs’ counsel in the stockholder action subsequently expressed their intention to petition the Court for fees and reimbursement of expenses for obtaining the additional disclosures made by DRC prior to the stockholder vote on the merger. On April 18, 2016, the Court entered an order dismissing the stockholder action with prejudice as to the named plaintiffs and without prejudice as to all other members of the putative class. Pursuant to the order, the Court retained jurisdiction solely for the purpose of determining the plaintiffs’ application for an award of attorneys’ fees and reimbursement of expenses.

After the action was dismissed, DRC agreed to pay fees and expenses in the amount of $100,000 to counsel for plaintiffs. The Court has not considered or approved in any way the amount of this payment of fees and expenses. Counsel for the stockholder plaintiffs include Shane Rowley of Levi & Korsinsky, LLP, who can be reached at (212) 363-7500, and Peter Safirstein of Morgan & Morgan, P.C. who can be reached at (212) 564-1637. Counsel for the DRC defendants include William Savitt of Wachtell, Lipton, Rosen & Katz, who can be reached at (212) 403-1000. Counsel for the Siemens defendants include Blair Connelly of Latham & Watkins LLP, who can be reached at (212) 906-1200.