Investigation Overview
May 6, 2013 (Shareholders Foundation) - An investigation on behalf of investors in Conceptus, Inc. (NASDAQ:CPTS) shares was announced concerning whether the offer by Bayer HealthCare LLC to acquire Conceptus, Inc. for $31.00 per NASDAQ:CPTS share and the takeover process are unfair to investors in Conceptus shares.
The investigation by a law firm concerns whether certain officers and directors of Conceptus, Inc. breached their fiduciary duties owed to NASDAQ:CPTS investors in connection with the proposed acquisition.
On April 29, 2013, Conceptus, Inc. announced that Conceptus has signed a merger agreement with Bayer HealthCare LLC under which Bayer HealthCare LLC will launch a public tender offer to acquire all shares of common stock of Conceptus, Inc. The transaction values Conceptus, Inc. at approx. US$1.1 billion (approx. 852 million) representing US$31.00 per share in cash.
However, the investigation a law firm concerns whether the offer is too low for NASDAQ:CPTS stockholders. More specifically, the investigation focuses on whether the Conceptus 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.
Conceptus, Inc. reported that its annual Total Reveue rose from $126.98 millio in 2011 to $140.73 million in 2012 and that its Net Loss of $7.94 million in 2011 turned into a Net Income of $5.38 million in 2012.
Shares of Conceptus, Inc. (NASDAQ:CPTS) grew from as low as $9.98 in September 2011 to as high as $27.01 per share on April 25, 2013.
On May 6, 2013, NASDAQ:CPTS shares closed at $31.00 per share.