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GSI Commerce, Inc. Directors Sued By GSIC Investor In Effort To Block Takeover

  • If you purchased shares of GSI Commerce, Inc. (NASDAQ:GSIC) prior to the announcement and currently hold those NASDAQ GSIC shares, you have certain options and you should contact the Shareholders Foundation, Inc.

  • To have your information reviewed for options and to receive notifications about this case, please send an email to mail@shareholdersfoundation.com, or call us at (858) 779-1554.

Lawsuit Overview

Company
GSI Commerce, Inc.
Security
NASDAQ: GSIC

Case Name
GSI Commerce Deal Case 03/30/2011
Type of Lawsuit
Mergers and Acquisition
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Summary

An investor in GSI Commerce (NASDAQ:GSIC) filed a lawsuit in State Court against members of the board of directors of GSI Commerce, Inc. alleging the proposed takeover of GSI Commerce is inadequate and unfair to GSIC shareholders.
According to the complaint the plaintiff alleges that defendants breached their fiduciary duties arising out of the attempt to sell GSI Commerce at an unfair price via an unfair process to Ebay, Inc.

On Monday, March, 28, 2011, eBay Inc. announced that it has agreed to acquire GSI Commerce (NASDAQ: GSIC), for $29.25 a share, or total consideration of approximately $2.4 billion. eBay Inc said the offer represents a 51 percent premium over GSI’s March 25, 2011, closing price and a 47 percent premium over the average closing price of GSI Commerce common stock over the 30 trading days prior to March 28, 2011.

Even though shares of GSI Commerce, Inc. (GSIC) traded on Friday before the announcement at $19.52 GSIC shares jumped to $29.50 per share during Monday, March 28, thus succeeding the current offer.
The plaintiff claims that the offer is a “bargain price” and GSI Commerce is worth more. In fact, shares of GSI Commerce, Inc. (NASDAQ:GSIC) traded as recently as November 2010 as high as $26.11 per share, leaving certain GSIC stockholders with only a meager premium. In addition GSIC shares traded during July 2010 as high as $31.10 per share, thus asking investors who purchased their shares during July 2010 to hand over their shares at a discount.
Furthermore the plaintiff claims that “GSIC, with its stock price depressed but its future prospects golden, was a prime target for EBay.” GSI Commerce’s financial performance has been increasing over the past years. GSI Commerce’s 12months Total Revenue went from $749.96million reported on December 29, 2007 to $1,357.99million reported on January 1, 2011.