December 2, 2013 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Harris Interactive Inc. (NASDAQ:HPOL) shares, was announced concerning whether the takeover of Harris Interactive Inc. by Nielsen Holdings N.V. for $2.00 per share is unfair to NASDAQ:HPOL stockholders.

The investigation by a law firm concerns whether certain officers and directors of Harris Interactive Inc. breached their fiduciary duties owed to NASDAQ:HPOL investors in connection with the proposed acquisition.

On November 25, 2013, Harris Interactive Inc. (NASDAQ:HPOL) announced that it has entered into a merger agreement to be acquired by Nielsen Holdings N.V. (NYSE: NLSN). Under the terms of the merger agreement, Nielsen Holdings N.V. will commence a tender offer to acquire all of the outstanding shares of Harris Interactives common stock through a wholly owned subsidiary formed for the purpose of making the offer. Holders of outstanding shares of Harris Interactive Inc. (NASDAQ:HPOL) common stock will receive $2.00 per share in cash, subject to adjustment as provided in the merger agreement.

However, given that shares of Harris Interactive Inc. (NASDAQ:HPOL) traded as high as $2.19 per share as recently as August 2013, the investigation concerns whether the $2.00-offer is unfair to NASDAQ:HPOL stockholders.

In addition, given that certain of the directors of Harris Interactive have already entered into tender and support agreements, representing approximately 12% of the outstanding shares of Harris Interactive's common stock, pursuant to which they have agreed to tender all of their shares pursuant to the tender offer, the investigation concerns whether the Harris Interactive 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.

Harris Interactive Inc. reported that its Total Revenue declined from $147.50 million for the 12 months period that ended on June 30, 2012 to $140.32 million for the 12 months period that ended on June 30, 2013, while its Net Loss of $5.58 million for the 12 months period that ended on June 30, 2012 turned into a Net Income of $6.91 million for the 12 months period that ended on June 30, 2013.

Shares of Harris Interactive Inc. (NASDAQ:HPOL) grew from $0.30 per share in October 2011 to as high as $2.19 per share in August 2013.

On December 2, 2013, NASDAQ:HPOL shares closed at $2.00 per share.