A purported stockholder of ZAIS Group Holdings Inc. has sued the company alleging that its preliminary proxy statement related to a merger was "false and misleading."
The putative class-action lawsuit alleges that the statement filed Feb. 16 and amended March 19 omits certain material information in connection with the company's proposed merger with unit ZGH Merger Sub Inc. and Z Acquisition LLC. The transaction will lead to ZAIS Group becoming a privately held company.
The stockholder seeks injunctive relief to prevent the closing of the merger and damages if the merger is consummated. The stockholder also wants the court to order the company to issue a proxy statement that does not contain any untrue statements and that states all material facts needed to make the statements not misleading.
The lawsuit, filed in the United States District Court for the District of New Jersey, has also named ZAIS Group Chairman and Chief Investment Officer Christian Zugel and other members of the company's board as defendants. Zugel is the sole managing member of Z Acquisition.
The company said the lawsuit is "meritless."