Investigation Overview
February 3, 2014 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of ArthroCare Corporation (NASDAQ:ARTC) shares, was announced concerning whether the takeover of ArthroCare Corporation by Smith & Nephew plc for $48.25 per share is unfair to NASDAQ:ARTC stockholders.
The investigation by a law firm concerns whether certain officers and directors of ArthroCare Corporation breached their fiduciary duties owed to NASDAQ:ARTC investors in connection with the proposed acquisition.
On 3 February 2014, Smith & Nephew plc (LSE: SN, NYSE: SNN) announced the execution of an agreement to acquire ArthroCare Corp. (NASDAQ: ARTC) for $48.25 per ArthroCare share in cash, a total consideration of approximately $1.7 billion and an enterprise value of $1.5 billion.
However, given that NASDAQ:ARTC shares jumped following the takeover news in the open market to as high as $49.36 per share and that at least one analyst has set the high target price at $60.00 per share, the investigation concerns whether the $48.25-offer is unfair to NASDAQ:ARTC stockholders. More specifically, the investigation concerns whether the ArthroCare Board of Directors undertook an adequate sales process, adequately shopped the company before entering into the transaction, maximized shareholder value by negotiating the best price, and acted in the shareholders' best interests in connection with the proposed sale.
In addition, ArthroCare Corporations performance improved lately. For instance, ArthroCare Corporation (NASDAQ:ARTC) reported that its annual Total Revenue rose from $354.88 million in 2011 to $368.45 million in 2012 and that its Net Loss of $4.32 million turned into a Net Income of $46.38 million in 2012. Shares of ArthroCare Corporation (NASDAQ:ARTC) grew from $24.60 per share in May 2012 to as high as $49.72 per share in early January 2014.
On February 3, 2014, NASDAQ:ARTC shares closed at $49.12 per share.