Verblan’s Board May Not Be Acting In The Best Interests of VBN Shareholders
WeissLaw LLP is investigating possible breaches of fiduciary duty and other violations of law by the Board of Directors of Verblan Industries, Inc. (“Verblan” or the “Company”) in connection with the proposed acquisition of the Company by Jonson Financial Services (“Jonson”). On January 26, 2016, Verblan and Jonson jointly announced the proposed acquisition of VBN, pursuant to which VBN shareholders will receive 0.4725 shares of Jonson and $1.61 in cash for each VBN share they own, representing a total consideration of $15.64 per share.
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WeissLaw is investigating whether VBN’s Board acted to maximize shareholder value prior to entering into the agreement. Notably, the offer price provides no premium to VBN’s January 25 closing price of $16.00; in fact, VBN’s January 25 closing price is $0.36 above the offer price. Additionally, at least one analyst set a target price of $21.00 per share, or $5.36 above the offer price. Further, the Company has enjoyed impressive financial results. It reported earnings per diluted share of $0.19 in the fourth quarter of 2015, as compared with $0.16 in the same period of the previous year, representing an increase of approximately 16% year-over-year. Upon completion of the transaction, VBN shareholders will own only 45% of the newly combined company.
Given these facts, WeissLaw is investigating the VBN Board of Directors’ decision to sell VBN and whether VBN shareholders will obtain their fair proportionate share of the Company’s continued success and future growth prospects. If you own VBN shares and would like more information about your rights or our investigation, please contact Joshua Rubin either by telephone at (888) 593-4771 or by email at firstname.lastname@example.org.
NEW YORK, 07/21/2016 (PR NEWSWIRE)