| Company: | Net2Phone, Inc. |
| Ticker Symbol: | NASD: NTOP |
| Class Period: | Common Stock |
| Date Filed: | Jul-15-05 |
| Lead Plaintiff Deadline: | Sept-12-05 |
| Court: | District, DE |
| Allegations: |
A securities class action in the State of Delaware, Court of Chancery, New Castle County on behalf of owners of the common stock of Net2Phone, Inc. ("Net2Phone" or the "Company") (Nasdaq:NTOP).
The Complaint alleges that IDT allegedly owns securities representing approximately 41% of Net2Phone's outstanding equity securities and approximately 57% of the total voting power of Net2Phone's outstanding equity securities. IDT intends to make an offer to purchase all outstanding shares of common stock of Net2Phone not owned by IDT or its affiliates, at a price of $1.70 per share, net to the sellers in cash, without interest.
The Complaint alleges that the price of $1.70 per share offered to the class members is unconscionable, unfair and grossly inadequate consideration and has been the object of manipulation because, among other things: (a) the intrinsic value of the stock of Net2Phone is materially in excess of $1.70 per share, giving due consideration to the possibilities of growth and profitability of Net2Phone in light of its business, earnings and earnings power, present and future; (b) the $1.70 per share price is inadequate and offers an inadequate premium to the public stockholders of Net2Phone; and (c) the $1.70 per share price is not the result of arm's length negotiations but was fixed arbitrarily by IDT to "cap" the market price of Net2Phone stock, as part of a plan for defendants to obtain complete ownership of Net2Phone assets and business at the lowest possible price. Additionally, the Complaint alleges that the negative revelations concerning the Company's lack of internal controls was calculated to depress the Company's stock in order to facilitate the Proposed Transaction on behalf of IDT.
If you acquired the securities of the defendants during the Class Period you may, no later than the Lead Plaintiff Deadline shown above, request that the Court appoint you as lead plaintiff through counsel of your choice. You may also choose to remain an absent class member. A lead plaintiff must meet certain requirements.
The Complaint alleges that IDT allegedly owns securities representing approximately 41% of Net2Phone's outstanding equity securities and approximately 57% of the total voting power of Net2Phone's outstanding equity securities. IDT intends to make an offer to purchase all outstanding shares of common stock of Net2Phone not owned by IDT or its affiliates, at a price of $1.70 per share, net to the sellers in cash, without interest.
The Complaint alleges that the price of $1.70 per share offered to the class members is unconscionable, unfair and grossly inadequate consideration and has been the object of manipulation because, among other things: (a) the intrinsic value of the stock of Net2Phone is materially in excess of $1.70 per share, giving due consideration to the possibilities of growth and profitability of Net2Phone in light of its business, earnings and earnings power, present and future; (b) the $1.70 per share price is inadequate and offers an inadequate premium to the public stockholders of Net2Phone; and (c) the $1.70 per share price is not the result of arm's length negotiations but was fixed arbitrarily by IDT to "cap" the market price of Net2Phone stock, as part of a plan for defendants to obtain complete ownership of Net2Phone assets and business at the lowest possible price. Additionally, the Complaint alleges that the negative revelations concerning the Company's lack of internal controls was calculated to depress the Company's stock in order to facilitate the Proposed Transaction on behalf of IDT.
If you acquired the securities of the defendants during the Class Period you may, no later than the Lead Plaintiff Deadline shown above, request that the Court appoint you as lead plaintiff through counsel of your choice. You may also choose to remain an absent class member. A lead plaintiff must meet certain requirements.
If you feel you qualify for damages or remedies that might be awarded in this class action please fill in our form on the right to submit your complaint.
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