Investigation Overview
December 17, 2015 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Heartland Payment Systems, Inc. (NYSE:HPY), was announced concerning whether the takeover of Heartland Payment Systems, Inc. by Global Payments Inc for $100.00 per share is unfair to NYSE:HPY stockholders.
The investigation by a law firm concerns whether certain officers and directors of Heartland Payment Systems, Inc. breached their fiduciary duties owed to NYSE:HPY investors in connection with the proposed acquisition.
On December 15, 2015, Global Payments Inc. (NYSE: GPN) announced that it has entered into an agreement to acquire Heartland Payment Systems, Inc. (NYSE:HPY. Under the terms of the agreement Global Payments will acquire Heartland Payment Systems, Inc. (NYSE:HPY) in a cash-and-stock transaction for $100.00 per share, representing a transaction value of approximately $4.3 billion. Consideration for the transaction will consist of 0.6687 shares of Global Payments stock and $53.28 for each share of Heartland Payment Systems, Inc. (NYSE:HPY) stock at closing, subject to the terms of the merger agreement.
However, the investigation concerns whether the offer is unfair to NYSE:HPY stockholders. More specifically, the investigation concerns whether the Heartland Payment 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.
Heartland Payment Systems, Inc. reported that its annual Total Revenue rose from over $1.98 billion in 2011 to over $2.31 billion in 2014.
Shares of Heartland Payment Systems, Inc. (NYSE:HPY) closed on December 17, 2015, at $
per share.