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Cheviot Financial Corp. (NASDAQ:CHEV) Investor Investigation Concerning Possible Wrongdoing In Acquisition Announced

  • If you purchased shares of Cheviot Financial Corp. (NASDAQ:CHEV) and currently hold any of those NASDAQ:CHEV shares, you have certain options and you should contact the Shareholders Foundation, Inc.

  • To have your information reviewed for options and to receive notifications about this investigation, please send an email to mail@shareholdersfoundation.com, or call us at (858) 779-1554.

Investigation Overview

Company
Cheviot Financial Corp.
Security
NASDAQ: CHEV

Summary

December 09, 2015 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Cheviot Financial Corp. (NASDAQ:CHEV), was announced concerning whether the takeover of Cheviot Financial Corp. by MainSource Financial Group, Inc for $15.00 per share is unfair to NASDAQ:CHEV stockholders.

The investigation by a law firm concerns whether certain officers and directors of Cheviot Financial Corp. breached their fiduciary duties owed to NASDAQ:CHEV investors in connection with the proposed acquisition.

On November 24, 2015, MainSource Financial Group, Inc. (NASDAQ:MSFG) announced that it has entered into a definitive merger agreement to acquire all of the common stock of Cheviot Financial Corp. (NASDAQ:CHEV) in a cash and stock transaction valued at approximately $107.4 million. Under the terms of the agreement stockholders of Cheviot Financial Corp. (NASDAQ:CHEV) may elect to receive either 0.6916 shares of MainSource common stock (the Exchange Ratio) or $15.00 in cash for each share of Cheviot Financial Corp. (NASDAQ:CHEV) common stock owned, subject to proration provisions specified in the merger agreement that provide for a targeted aggregate split of 50% of Cheviot shares being exchanged for common stock and 50% for cash. Based upon the November 20, 2015 closing price of $23.56 per share of MainSource common stock, the transaction is valued at approximately $107.4 million.

However, the investigation concerns whether the offer is unfair to NASDAQ:CHEV stockholders. More specifically, the investigation concerns whether the Cheviot Financial 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.

Cheviot Financial Corp. reported that its annual Net Income increased from $1.43 million in 2013 to $3.08 million in 2014.

On December 9, 2015, NASDAQ:CHEV closed at $15.16 per share.

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