An investigation on behalf of current long term shareholders in Bowne & Co., Inc. (Public, NYSE:BNE) over potential breaches of fiduciary duty and other violations of state law in connection with an alleged unfair takeover were announced.

The investigations by law firms focus on potential breaches of fiduciary duty and other violations of state law by the Board of Directors of Bowne & Co. arising out of their attempt to sell Bowne & Co., Inc. (Public, NYSE:BNE) to R.R. Donnelley & Sons Company. On February 23, 2010 Bowne & Co., Inc. (NYSE: BNE) and R.R. Donnelley & Sons Company (NASDAQ: RRD) announced that they have signed a definitive agreement pursuant to which RR Donnelley will acquire Bowne & Co., Inc., in an all cash deal valued at approximately $481 million, or at $11.50 per share. According to Bowne & Co., Inc the agreement has been approved by the Boards of Directors of both companies.

According to one investigation by a law firm the transaction appears to be unfair to current investors of Bowne & Co., Inc. (NYSE:BNE) because the offer to purchase Bowne & Co., Inc. (BNE) at a value of $11.50 per share appears opportunistically timed to take advantage of the current economic downturn and is grossly unfair, inadequate, and substantially below the fair or inherent value of BNE.

Shares of Bowne & Co., Inc. (BNE) traded after the announcement at $11.15 per share, and at $6.90 per share the day before the news. BNE shares were down from $11.98 per share in September 2008, $13.49 per share in August 08, $16.93 per share in April 08, and almost $20 per share in 2007. Bowne & Co., Inc. reported in 2007 Total Revenue of $850.62million with a Net Income of $25.33million, in 2008 Total Revenue of $766.64milion with a Net Loss of $24.69million, and in 2009 Total Revenue of $675.80million with a Net Loss of $16.59million.

The investigation concerns whether the Bowne & Co., Inc. Board of Directors breach their fiduciary duties to Bowne & Co., Inc. (NYSE:BNE) shareholders by agreeing to sell Bowne & Co., Inc., whether the directors of Bowne & Co. may have breached their fiduciary duties by not acting in Bowne & Co., Inc. shareholders' best interests, and the Company may not have adequately shopped itself around before entering into this transaction and, pursuant to this proposed transaction, R.R. Donnelley & Sons Company may be underpaying for Bowne & Co., Inc. (BNE), thus unlawfully harming BNE shareholders.

Bowne & Co., Inc., located in New York, provides business services that help companies produce and manage their shareholder, investor, marketing and business communications. These communications include, but are not limited to, regulatory and compliance documents; personalized financial statements; enrollment kits, and sales and marketing collateral. Bowne helps clients create, edit and compose their documents, manage the content, translate the documents when necessary, personalize the documents, prepare the documents and in cases perform the filing, and print and distribute the documents, both through the mail and electronically.