Feb. 05, 2013 (Shareholders Foundation) -- An investor in shares of American Realty Capital Trust Inc (NASDAQ:ARCT) filed a lawsuit to stop the proposed takeover of American Realty Capital Trust Inc by Realty Income Corporation for a value of $12.21 per NASDAQ:ARCT share.
The plaintiff alleges that the defendants breached their fiduciary duties owed to NASDAQ:ARCT investors by agreeing to sell American Realty Capital Trust Inc too cheaply through an unfair process to Realty Income Corporation.

On September 6, 2012, Realty Income Corporation (NYSE: O) and American Realty Capital Trust, Inc. (NASDAQ: ARCT) announced that they have signed an agreement under which Realty Income Corporation will acquire all of the outstanding shares of American Realty Capital Trust in a transaction valued at approximately $2.95 billion. Under the terms of the agreement, American Realty Capital Trust, Inc. (NASDAQ: ARCT) shareholders will receive a fixed exchange ratio of 0.2874 Realty Income Corporation (NYSE: O) shares for each share of American Realty Capital Trust common stock that they own. Based on Realty Income's closing stock price of $42.48 on September 5, 2012, this consideration would be equivalent to $12.21 per NASDAQ: ARCT share.

However, the plaintiff claims that the offer is too low and undervalues the company. Indeed, at least one analyst has set the high target price for NASDAQ:ARCT shares at $13.00 per share. Furthermore, American Realty Capital Trust’s financial performance improved lately. It reported that its annual Revenue skyrocketed from $5.55 million in 2008 to $129.12 million in 2011. Shares of American Realty Capital Trust Inc (NASDAQ:ARCT) grew from as low as $10.23 per share to slightly below $12 per share on September 5, 2012.