Investigation Overview
November 07, 2014 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Covance Inc. (NYSE:CVD), was announced concerning whether the takeover of Covance Inc. by Laboratory Corporation of America Holdings for a value of approximately $105.12 per share is unfair to NYSE:CVD stockholders.
The investigation by a law firm concerns whether certain officers and directors of Covance Inc. breached their fiduciary duties owed to NYSE:CVD investors in connection with the proposed acquisition.
On November 3, 2014, Laboratory Corporation of America Holdings (LabCorp) (NYSE: LH) and Covance Inc. (NYSE:CVD) announced that they have entered into an agreement under which LabCorp will acquire Covance Inc. (NYSE:CVD) for cash and LabCorp shares currently valued at $105.12 per Covance Inc. (NYSE:CVD) share, or an equity value of approximately $6.1 billion and an enterprise value of approximately $5.6 billion.
However, given that NYSE:CVD shares traded as recently as April 2014 as high as $106.64 per share in the open market, investigation concerns whether the offer is unfair to NYSE:CVD stockholders. More specifically, the investigation concerns whether the Covance 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.
Covance Inc. reported that its annual Total Revenue rose from over $2.36 billion in 2012 to over $2.59 billion in 2013 and that its Net Income increased from $94.73 million in 2012 to $179.21 million in 2013. Shares of Covance Inc. (NYSE:CVD) grew from $43.32 per share in early 2012 to over $106 per share in April 2014.