Investigation Overview
Investigations on behalf of current investors in Bway Holding Company (NYSE:BWY) concerning shareholder claims over possible breaches of fiduciary duty by the board of directors of Bway Holding Company were announced.
The investigation by la aw firm focuses on potential breaches of fiduciary duty and other violations of state law by the Board of Directors of Bway Holding Company arising out of their attempt to sell Bway Holding Company (NYSE:BWY) to a company organized by Madison Dearborn Partners, LLC. BWAY Holding Company, located in Atlanta, GA, is a holding company and operates through BWAY Corporation (BWAY), its wholly owned operating subsidiary. Bway Holding Company reported in 2007 Total Revenue of $959.02million, in 2008 Total Revenue fo $1.019billion with a Net Income of $11.90million, and in 2009 Total Revenue of $904.4million with a Net Income of $23.50million.
On March 29, 2010 BWAY Holding Company (NYSE: BWY) announced it has entered into an agreement to be acquired by a company organized by Madison Dearborn Partners, LLC in a transaction with a total value of approximately $915 million, including the assumption of debt. Under the agreement, BWAY shareholders will receive $20.00 cash for each share of BWAY common stock they own. According to BAWY Holding Company the agreement was unanimously approved by BWAY's Board of Directors and the offer represents a premium, based on the closing price on March 26, 2010, of approximately 25% percent over the 30 day average closing trading price and 16% over the 90 day average closing trading price.
Shares of Bway Holding Company (NYSE:BWY) traded after the announcement at $20.44 per share, and at almost $18 per share the trading day before the news.
But according to one investigation by a law firm, concerns, whether the Bway Holding Company Board of Directors breached their fiduciary duties to Bway Holding (BWY) stockholders by failing to adequately shop the Company prior to entering into the agreement, whether the Board of Directors breached their fiduciary duties by not seeking a deal that would provide better value of Bway Holding Company (NYSE:BWY), and whether the company organized by Madison Dearborn Partners, LLC is underpaying for Bway Holding (NYSE:BWY), thus unlawfully harming Bway Holding Company (BWY) stockholders.
BWY shares were down from its 52weekHigh of $20.97 per share, and traded near $20 in January 2010, December 2009, and during October 2009. And according to one investigation at least one analyst set a price target for Bway stock at $27.00 per share and the median price target set by eight analysts is $21.50 per share.