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Cases

October 29, 2021

Momentive Global Inc. Investigation

We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of Momentive Global Inc. (“Momentive” or the “Company”) (NASDAQ: MNTV) in connection with the proposed acquisition of the Company by Zendesk,Inc. (“Zendesk”) (NYSE: ZEN). Under the terms of the merger agreement, Momentive shareholders will receive 0.225 shares of Zendesk stock for each Momentive share they hold, representing implied per-share merger consideration of approximately $26.78 based upon Zendesk’s October 28, 2021 closing price of $119.01.

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October 27, 2021

Phillips 66 Partners LP Investigation

We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of Phillips 66 Partners LP (“PSXP” or the “Partnership”)(NYSE: PSXP) in connection with the proposed acquisition of PSXP by Phillips 66 (“Phillips 66”) (NYSE: PSX). Under the terms of the merger agreement, each outstanding PSXP common unitholder would receive 0.50 shares of Phillips 66 common stock for each PSXP common unit they hold.

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October 26, 2021

Oasis Midstream Partners LP Investigation

We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of Oasis Midstream Partners LP (“OMP” or the “Company”) (NASDAQ: OMP) in connection with the proposed merger of the Company with Crestwood Equity Partners LP (“Crestwood”) (NYSE: CEQP). Under the terms of the agreement, Oasis Petroleum Inc. (“Oasis”), as a unitholder of OMP, will receive $160 million in cash in addition to approximately 21.0 million common units of Crestwood in aggregate in exchange for its 33.85 million OMP common units and non-economic general partner stake. Public OMP unitholders will receive 0.87 units of Crestwood common units for each unit of OMP they own.

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October 26, 2021

Dawson Geophysical Company Investigation

We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of Dawson Geophysical Company (“Dawson” or the “Company”) (NASDAQ: DWSN) in connection with the proposed acquisition of the Company by a subsidiary of Wilks Brothers, LLC (“Wilks Brothers”), via a tender offer. Under the terms of the merger agreement, the Company’s shareholders will receive $2.34 per share in cash (the “Offer”) for each share of Dawson common stock that they hold.

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October 26, 2021

PAE Incorporated Investigation

We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of PAE Incorporated (“PAE” or the “Company”) (NASDAQ: PAE, PAEWW) in connection with the proposed acquisition of the Company by an affiliate of Amentum Government Services Holdings LLC (“Amentum”) via a tender offer. Under the terms of the merger agreement, the Company’s shareholders will receive $10.05 per share in cash for each share of PAE common stock that they hold.

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October 22, 2021

FTS International, Inc. Investigation

We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of FTS International, Inc. (“FTS International” or the “Company”) (NYSE American: FTSI) in connection with the proposed acquisition of the Company by ProFrac Holdings, LLC (“ProFrac”). Under the terms of the merger agreement, the Company’s shareholders will receive $26.52 per share in cash for each share of FTS International common stock that they hold.

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October 21, 2021

TriState Capital Holdings Inc. Investigation

We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of TriState Capital Holdings Inc. (“TriState Capital” or the “Company”) (NASDAQ: TSC) in connection with the proposed acquisition of the Company by Raymond James Financial, Inc. (“Raymond James”) (NYSE: RJF). Under the terms of the merger agreement, TriState Capital shareholders will receive $6.00 in cash and 0.25 Raymond James shares for each TriState Capital share they own, representing implied per-share merger consideration of approximately $31.42 based upon Raymond James’s October 20,2021 closing price of $101.67.

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October 12, 2021

Columbia Banking System, Inc. Investigation

We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of Columbia Banking System, Inc. (“Columbia Banking” or the “Company”) (NASDAQ: COLB) in connection with the proposed merger of the Company with Umpqua Holdings Corporation (“Umpqua”) (NASDAQ: UMPQ). Under the terms of the merger agreement, Umpqua shareholders will receive 0.5958 of a share of Columbia Banking stock for each Umpqua share they own, representing implied per-share merger consideration of approximately $11.87 based upon Umpqua’s October 11, 2021 closing price of$19.93.

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October 11, 2021

Flexion Therapeutics, Inc. Investigation

We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of Flexion Therapeutics, Inc. (“Flexion” or the “Company”) (NASDAQ: FLXN) in connection with the proposed acquisition of the Company by Pacira BioSciences, Inc. (“Pacira”) (NASDAQ: PCRX). Under the terms of the merger agreement, Pacira will commence a tender offer to acquire all outstanding shares of Flexion for a purchase price of $8.50 per share in cash, plus one non-tradeable contingent value right (“CVR”). The CVR will entitle Flexion stockholders to receive up to an additional $8.00 per share in cash if certain sales and/or regulatory milestones are achieved.

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Cases

Search for a case

Cases

Momentive Global Inc. Investigation

Phillips 66 Partners LP Investigation

Oasis Midstream Partners LP Investigation

Dawson Geophysical Company Investigation

PAE Incorporated Investigation

FTS International, Inc. Investigation

TriState Capital Holdings Inc. Investigation

Columbia Banking System, Inc. Investigation

Flexion Therapeutics, Inc. Investigation

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