Case Caption: In re Continental Resources, Inc. Shareholder Litigation
Court: District Court of Oklahoma County
Case Number: Case No. CJ-2022-4162
Judge: Honorable Richard Ogden
Plaintiff: Ralph Donald Turlington and Pembroke Pines Firefighters & Police Officers Pension Fund
Defendant: Harold G. Hamm, certain affiliates of the Hamm family, Shelly Lambertz, William B. Berry, John T. McNabb II, Mark E. Monroe, Ellis L. McCain, and Timothy G. Taylor
Plaintiffs challenge the take-private acquisition of Continental Resources, Inc. by Continental’s controlling shareholder, Harold Hamm, which closed on November 22, 2022 (the “Take-Private”). Hamm paid approximately $4.3 billion to squeeze out minority shareholders in a deal that valued Continental overall at approximately $27 billion. On May 17, 2023, Plaintiffs filed their Verified Consolidated Class Action Petition. The Petition alleges that Hamm violated his duty of loyalty to shareholders by paying an unfair price for Continental’s public shares, after an unfair negotiation process. The Petition also alleges that Continental’s other board members were conflicted and failed to protect the interests of public shareholders. Plaintiffs also alleged a breach of fiduciary duty by Hamm for engaging in insider trading by buying millions of shares of Continental stock and causing Continental to buy back shares while he was secretly planning to launch the Take-Private. On October 3, 2023, the Court denied all defendants’ motions to dismiss, allowing all of Plaintiffs’ claims to proceed. Plaintiffs are now engaging in document discovery. Plaintiffs also filed their opening brief in support of class certification.