Investigation Overview
November 12, 2013 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Costa Inc (NASDAQ:ATX) shares, was announced concerning whether the takeover of Costa Inc by Essilor International for $21.50 per share is unfair to NASDAQ:ATX stockholders.
The investigation by a law firm concerns whether certain officers and directors of Costa Inc breached their fiduciary duties owed to NASDAQ:ATX investors in connection with the proposed acquisition.
On November 8, 2013, Costa Inc, previously known as A.T. Cross, announced an agreement whereby Essilor International will acquire all outstanding shares of the company for $21.50 per share.
However, given that at least one analyst has set the high target price for NASDAQ:ATX shares at $29.00 per share, the investigation concerns whether the $21.50-offer is unfair to NASDAQ:ATX stockholders.
In addition, given that under the terms of the merger agreement, certain Costa shareholders owning in the aggregate approximately 34% of the outstanding common shares of Costa have already agreed to vote in favor of the transaction at a forthcoming special meeting to be called to approve it, subject to certain conditions, the investigation concerns whether the Costa 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.
Furthermore, Costas performance improved recently. For instance, Costa Inc reported that its Total Revenue increase dfrom $141.76 million for the 52 weeks period that ended on Jan. 2, 2010 to $180.51 million for the 52 weeks perio that ended on Dec. 29, 2012 and that its respective Net Income rose from $1.56 million to $9.15 million.
Shares of Costa Inc (NASDAQ:ATX) grew from $3.79 per share in March 2010 to as high as $21.32 per share on August 30, 2013.
On November 12, 2013, NASDAQ:ATX shares closed at $21.89 per share.