Investigation Overview
April 27, 2016 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Hansen Medical, Inc. (NASDAQ:HNSN), was announced concerning whether the takeover of Hansen Medical, Inc. by Auris Surgical Robotics, Inc is unfair to NASDAQ:HNSN stockholders.
The investigation by a law firm concerns whether certain officers and directors of Hansen Medical, Inc. breached their fiduciary duties owed to NASDAQ:HNSN investors in connection with the proposed acquisition.
On April 20, 2016, Auris Surgical Robotics, Inc. and Hansen Medical, Inc. (NASDAQ:HNSN) announced that they have signed a merger agreement under which Auris will acquire Hansen Medical, Inc. (NASDAQ:HNSN) for $4.00 per share in cash, or a total equity value of approximately $80 million.
However, given that certain holders of approximately 65.4% of Hansen Medical's outstanding shares have already entered into voting agreements with Auris Surgical Robotics, Inc and Hansen Medical pursuant to which they have agreed to vote in favor of and otherwise support the transaction, the investigation concerns whether the offer is unfair to NASDAQ:HNSN stockholders. More specifically, the investigation concerns whether the Hansen Medical 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.