Investigation Overview
July 9, 2012 (Shareholders Foundation) -- An investigation on behalf of investors in FX Alliance Inc (NYSE:FX) shares was announced concerning whether the offer by Thomson Reuters to acquire FX Alliance Inc at $22.00 per NYSE:FX shares and the takeover process are unfair to investors in NYSE:FX shares.
The investigation by a law firm concerns whether certain officers and directors FX Alliance Inc breached their fiduciary duties owed NYSE:FX investors in connection with the proposed acquisition.
On July 9, 2012, Thomson Reuters (TSX / NYSE: TRI) announced that it has entered into an agreement to acquire 100% of the shares of FX Alliance Inc (NYSE:FX) for $22 per share in cash.
However, FX Alliances performance increased over the past recent years. Its annual Revenue increased from $72.52million in 2009 to $118.19million in 2011 and its Net Income rose from $26.07million in 2009 to $42.44million in 2011.
Therefore the investigation for NYSE:FX investors concerns whether the proposed transaction is unfair to FX Alliance stockholders. Specifically, given that Technology Crossover Ventures, FX Alliances largest shareholder, Phil Weisberg, chairman and chief executive officer and John Cooley, chief financial officer, who collectively own approximately 32.5% of FXalls outstanding shares, have each already agreed to tender their shares into the offer (subject to certain terms and conditions), the investigation focuses on whether the FX Alliance 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.