A lawsuit alleging that Chesapeake Energy Corp. misled investors by not disclosing some liabilities and personal loans of former CEO Aubrey McClendon was dismissed Wednesday in Oklahoma federal court.
The lawsuit was filed almost one year ago by investors Dvora and Steven Weinstein (Dvora Weinstein v. Aubrey McClendon, U.S. District for the Western District of Oklahoma, No. 12-465). Other litigation regarding similar claims had been put on hold pending the decision by U.S. District Judge Vicki Miles-LaGrange.
“This is the lead case against Chesapeake, and the first ruling in which a court has addressed the merits of the claims that have been asserted against the company and members of its management team,” Robert P. Varian, an outside lawyer representing Chesapeake, said. Chesapeake is “pleased with the court’s complete rejection of the claims, which were based on unfounded accusations.”
The claims “were given widespread attention in the media,” he added.
Deborah Allan, a spokeswoman for the Ontario Teachers’ Pension Plan Board, which was appointed lead plaintiff, said “we are disappointed by the ruling and are considering what our next step might be.”
The lawsuit sought damages on behalf of investors that purchased Chesapeake stock between April 2009 and May 2012, during which time the shares plunged 60%. The plaintiffs have claimed that the company misled investors about its financial health by concealing $1.4 billion in obligations that weren’t on its balance sheet, as well as more than $1 billion in personal loans that McClendon had borrowed from firms that did business with Chesapeake.
McClendon used the loans to help pay for his share of drilling expenses in Chesapeake wells in which he holds a stake. He was ousted as chairman of the company following the public disclosures, and remained CEO until his retirement April 1. COO Steve Dixon was tapped as acting CEO until a permanent CEO is named (see Daily GPI, April 2).
Plaintiffs argued that the revelation of the liabilities last year caused Chesapeake’s worth to decline.
However, Miles-LaGrange ruled that Chesapeake didn’t “intentionally or recklessly” hide the liabilities or McClendon’s loans. The allegations, said the judge, don’t support a “strong inference that McClendon knew that not disclosing his personal loans would somehow mislead investors.”
Still before the court are lawsuits that claim the board breached its fiduciary duty to disclose the liabilities. Thirteen shareholder lawsuits were consolidated last July into a single federal case. The litigation was placed on hold while waiting for Miles-LaGrange to rule on the motion to dismiss the Weinstein case.
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