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If you purchased shares of drugstore.com, inc. (NASDAQ:DSCM) prior to the announcement and currently hold those shares, and/or if you have any information relating the investigation, you have certain options and you should contact the Shareholders Foundation, Inc.
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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
After drugstore.com, Inc. agreed to a takeover by Walgreen Co. an investigation on behalf of investors in drugstore.com, inc. (NASDAQ:DSCM) over possible breaches of fiduciary duty was announced.
The investigation by a law firm concerns whether certain directors and officers at drugstore.com, inc. (Public, NASDAQ:DSCM) or others breached their fiduciary duties in connection with proposed takeover.
On Thursday, March 24, 2011 drugstore.com, inc. (NASDAQ: DSCM) and Walgreen Co. (NYSE: WAG) (NASDAQ: WAG) announced a merger agreement pursuant to which Walgreens will acquire drugstore.com in a transaction with a total enterprise value of approximately $409 million. Under the terms of the proposed merger, drugstore.com stockholders will receive $3.80 in cash for each share of stock.
drugstore.com, inc. said the offer represents a premium of approximately 102 percent over drugstore.com's 30-day average closing stock price, and a premium of approximately 113 percent over the closing price of drugstore.com's common stock on March 23, 2011, the last trading day prior to today's announcement.
Indeed, shares of drugstore.com, inc. (NASDAQ: DSCM) jumped in response to the takeover news from $1.83 on Wednesday to $3.79 per share on Thursday.
However, DSCM shares traded during 2010 as high as $3.85 per share, leaving certain drugstore.com investors with no premium. Furthermore the performance of drugstore.com, inc. for its investors is increasing. drugstore.coms 12months Total Revenue increased from $339.33million in 2007 to $456.51million in 2010.
Therefore the investigation monitors and concerns whether drugstore.com Board of Directors undertook an adequate and fair sales process to obtain the maximized consideration for all shareholders of drugstore.com, inc. (NASDAQ:DSCM) and breached their fiduciary duties to drugstore.com (DSCM) investors by failing to adequately shop the Company before entering into the transaction. The investigation concerns also whether Walgreen Co. would underpay for NASDAQ:DSCM shares, thus unlawfully harming NASDAQ:DSCM investors. A potential class action lawsuit would seek to maximize the amount of money and information for NASDAQ:DSCM stockholders would receive in a buyout, so the law firm.
