Investigation Overview
An investigation on behalf of current investors ATC Technology Corp. (NASDAQ:ATAC) over possible breaches of fiduciary duty by certain members of the ATC Technology Corp. board of directors in connection with the takeover attempt by GENCO Distribution System, Inc. was announced.
ATC Technology Corporation, formerly Aftermarket Technology Corp., incorporated in 1994, along with its subsidiaries, provides outsourced supply chain logistics services and engineering solutions to the consumer electronics industries and light and medium/heavy-duty vehicle aftermarket. ATC Technology Corp. reported in 2007 Total Revenue of $529.17million, in 2008 $530.56million, and in 2009 $485.02million.
On Monday, July 19, 2010, ATC Technology Corporation (ATAC) announced that it has entered into a agreement and plan of merger pursuant to which it will be acquired by GENCO Distribution System, Inc., in an all-cash merger valued at $512.6 million. Under the terms of the agreement each then outstanding share of ATC Technology Corporation will be converted into the right to receive $25.00 per share in cash. According to ATC Technology Corporation its Board of Directors unanimously approved the agreement and the offer represents a 43.4% premium over ATC Technology's July 16, 2010 closing price and a 46.5% premium over the average closing price of ATC common stock over the 30 trading days prior to July 19, 2010.
Shares of ATC Technology Corp. (ATAC) traded before the news at $17.43 per share, and rose to $24.43per share in pre-market. ATAC shares traded at $24.53 per share as easly as March 12, 2010, and were down from its 52weekHigh of $24.98 per share. ATAC shares reached $26.23 per share in August 08, $26.95 per share in January 08, and $34.20 per share in 2007.
The investigation by a law firm concerns whether the ATC Technology Corp. Board of Directors breached their fiduciary to ATC Technology Corp. (NASDAQ:ATAC) stockholders by failing to adequately shop the Company prior to supporting the agreement, whether the Board of Directors breached their fiduciary duties by not seeking a deal that would provide better ATC Technology Corporation, and whether GENCO Distribution System, Inc is underpaying for ATC Technology Corp. (ATAC), thus unlawfully harming ATAC stockholders.