November 18, 2014 (Shareholders Foundation) - An investor, who currently holds shares of Aviv REIT Inc (NYSE:AVIV), filed a lawsuit in effort to halt the proposed takeover of Aviv REIT Inc by Omega Healthcare Investors, Inc for a value of approximately $34.97 per share.
The plaintiff alleges that the defendants breached their fiduciary duties owed to NYSE:AVIV stockholders by agreeing to sell Aviv REIT Inc too cheaply via an unfair process to Omega Healthcare Investors, Inc.

On October 31, 2014, Omega Healthcare Investors, Inc. (NYSE: OHI) and Aviv REIT Inc (NYSE:AVIV) announced that the Boards of Directors of both companies have approved an agreement under which Omega Healthcare Investors, Inc will acquire all of the outstanding shares of Aviv in a stock-for-stock merger. The transaction values Aviv REIT Inc (NYSE:AVIV) at $3.0 billion. Under the terms of the agreement, Aviv REIT Inc (NYSE:AVIV) shareholders will receive a fixed exchange ratio of 0.90 Omega shares for each share of Aviv REIT Inc (NYSE:AVIV) common stock they own. Based on the closing stock price for Omega on Thursday, October 30th, 2014, this consideration would be equivalent to $34.97 of Omega stock for each NYSE:AVIV share.

However, the plaintiff claims that the offer is too low and undervalues Aviv REIT Inc. Indeed, Aviv REIT Inc’s performance improved lately. In fact, Aviv REIT Inc reported that its annual Total Revenue rose from $126.97 million in 2012 to $141.07 million in 2013 and that its Net Income increased from $5.14 million in 2012 to $17.06 million. Shares of Aviv REIT Inc (NYSE:AVIV) grew from $22.05 per share in September 2013 to as high as $29.93 per share on October 30, 2014.