WeissLaw LLP is investigating possible breaches of fiduciary duty and other violations of law by the Board of Directors of Destination Maternity Corp. (“DEST” or the “Company”) in connection with the proposed acquisition of the Company by Orchestra Prémaman S.A. (“Orchestra”). On December 20, 2016, DEST and Orchestra announced a definitive agreement for Orchestra to acquire all outstanding shares of DEST. Under the terms of the agreement, DEST shareholders will receive 0.5150 of an Orchestra share in the form of American Depository Shares for each DEST share they own; representing consideration of $7.05.
WeissLaw is investigating whether DEST’s Board acted to maximize shareholder value prior to entering into the agreement. Notably, the consideration is $3.19 lower than the Company’s 52-week high of $10.24. Additionally, DEST recently announced positive financial results, reporting gross margins increased 370 basis points to 52.9% for the nine-month period ended October 29, 2016. Further, in a conference call following the acquisition announcement, Orchestra’s Founder and Chairman highlighted the benefits of the transaction, including: expansion into the U.S. market, creating a global leader in maternity and children’s products; and acceleration of Orchestra’s ambitious $1 billion sales goal, cutting the projected achievement date by two years. Finally, upon closing, DEST shareholders will own a meagre 28% of the combined company.
Given these facts, WeissLaw is investigating the Board of Directors’ decision to sell DEST and whether DEST shareholders will obtain their fair and proportionate share of the Company’s continued success and future growth prospects. If you own DEST shares and would like more information about your rights or our investigation, or if you have information to share with us, please contact Joshua Rubin by telephone at (888) 593-4771 or by email at email@example.com.
WeissLaw LLP has litigated hundreds of stockholder class and derivative actions for violations of corporate and fiduciary duties. We have recovered over a billion dollars for defrauded clients and obtained important corporate governance relief in many of these cases. If you have information or would like legal advice concerning possible corporate wrongdoing (including insider trading, waste of corporate assets, accounting fraud, or materially misleading information), consumer fraud (including false advertising, defective products, or other deceptive business practices), or anti-trust violations, please email us at firstname.lastname@example.org or fill out the form on our website, http://www.weisslawllp.com/destination-maternity-corp/