Investigation Overview
July 29, 2016 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of EPIQ Systems, Inc. (NASDAQ:EPIQ), was announced concerning whether the takeover of EPIQ Systems, Inc. by OMERS Private Equity for $16.50 per share is unfair to NASDAQ:EPIQ stockholders.
The investigation by a law firm concerns whether certain officers and directors of EPIQ Systems, Inc. breached their fiduciary duties owed to NASDAQ:EPIQ investors in connection with the proposed acquisition.
On July 27, 2016, EPIQ Systems, Inc. (NASDAQ:EPIQ) announced that it has entered into an agreement to be acquired by OMERS Private Equity, the private equity arm of the OMERS pension plan, and funds managed by Harvest Partners, LP, a leading middle-market private equity fund, for $16.50 per share in cash. Under the terms of the agreement, upon the closing of the transaction, Epiq shareholders will receive $16.50 in cash for each share of Epiqs common stock.
However, given that NASDAQ:EPIQ shares reached as high as $18.50 per share in February 2015, the investigation concerns whether the offer is unfair to NASDAQ:EPIQ stockholders. Moreover, given that each of St. Denis J. Villere & Company, LLC and P2 Capital Partners, LLC, the two largest shareholders of the company, Tom W. Olofson, founder, chairman and chief executive officer of the company, and the companys directors and other executive officers have already signed voting support agreements in support of the transaction, representing approximately 38% of the total issued and outstanding shares of common stock of the company, the investigation concerns whether the EPIQ Systems 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.