Investigation Overview
An investigation on behalf of current investors in Alloy, Inc. (NASDAQ:ALOY) concerning shareholder claims over possible breaches of fiduciary duty by the board of directors of Alloy, Inc. was announced.
The investigation by law firm focuses on potential breaches of fiduciary duty and other violations of state law by the Board of Directors of Alloy arising out of their attempt to sell Alloy, Inc. (NASDAQ:ALOY) to an investor group led by ZelnickMedia.
Alloy, Inc., located in New York, is a provider of media and marketing programs offering advertisers the ability to reach youth and non-youth targeted consumer segments through a range of assets and marketing programs, including digital, display board, direct mail, content production and educational programming. Alloy, Inc. reported in 2007 Total Revenue of $199.10million, in 2008 $216.93million, and in 2009 $205.10million.
On Thursday, June 24, 2010. Alloy, Inc. (NASDAQ: ALOY) and ZelnickMedia announced that an investor group led by ZelnickMedia has agreed to acquire Alloy, Inc for $9.80 per share in cash or a transaction value of approximately $126.5 million. According to Alloy, Inc. the transaction was unanimously approved by its Board of Directors and the purchase price is a premium of approximately 27% over the average closing price of the stock for the 30 days ending June 23, 2010.
Shares of Alloy, Inc. (ALOY) traded after the announcement at $9.50 per share, but traded in 2007 above $12 per share.
The investigation by a law firm concerns whether the Alloy Board of Directors breached their fiduciary duties to Alloy (NASDAQ:ALOY) stockholders by failing to adequately shop the Company prior to entering into the agreement, whether the Board of Directors breached their fiduciary duties by not seeking a deal that would provide better value Alloy, Inc. ( NASDAQ:ALOY) ), and whether the investor group led by ZelnickMedia is underpaying for Alloy, Inc. (ALOY), thus unlawfully harming ALOY stockholders.