Investigation Overview
December 26, 2014 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Caesars Acquisition Company (NASDAQ:CACQ), was announced concerning whether the takeover of Caesars Acquisition Company by Caesars Entertainment Corporation for a value of approximately $8.96 per share is unfair to NASDAQ:CACQ stockholders.
The investigation by a law firm concerns whether certain officers and directors of Caesars Acquisition Company breached their fiduciary duties owed to NASDAQ:CACQ investors in connection with the proposed acquisition.
On December 22, 2014, Caesars Entertainment Corporation (NASDAQ: CZR) and Caesars Acquisition Company (NASDAQ:CACQ) ('Caesars Acquisition') announced that they have entered into an agreement to merge in an all-stock transaction. Pursuant to the terms of the proposed transaction, and subject to the overall restructuring of CEOC, regulatory approval and other closing conditions, each outstanding share of Caesars Acquisition class A common stock will be exchanged for 0.664 share of Caesars Entertainment common stock, subject to adjustments set forth in the merger agreement. Based on a closing price of $13.49 per NASDAQ: CZR shares on December 19, 2014 the proposed transaction valuesNASDAQ:CACQ shares at $8.96 per share.
However, given that at least one analyst has set the high target price for NASDAQ:CACQ shares at $15.00 per share and that NASDAQ:CACQ traded as recently as November 2014 as high as $10.81 per share, respectively as high as $16.38 per share in March 2014, the investigation concerns whether the offer is unfair to NASDAQ:CACQ stockholders. More specifically, the investigation concerns whether the Caesars Acquisition 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.
Caesars Acquisition Company reported that its annual Total Revenue rose from $372.70 million in 2011 to $512.80 million in 2013.
On December 26, 2014, NASDAQ:CACQ shares closed at $9.82 per share.