Investigation Overview
May 09, 2016 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of IMS Health Holdings Inc (NYSE:IMS), was announced concerning whether the takeover of IMS Health Holdings Inc by Quintiles Transnational Holdings is unfair to NYSE:IMS stockholders.
The investigation by a law firm concerns whether certain officers and directors of IMS Health Holdings Inc breached their fiduciary duties owed to NYSE:IMS investors in connection with the proposed acquisition.
On May3, 2016, IMS Health Holdings Inc (NYSE:IMS) and Quintiles Transnational Holdings Inc. (NYSE:Q) announced that their respective boards of directors approved a merger agreement, pursuant to which the companies will be combined in an all-stock merger of equals transaction. Under the terms of the merger agreement, IMS Health Holdings Inc (NYSE:IMS) shareholders will receive a fixed exchange ratio of 0.384 shares of Quintiles common stock for each share of IMS Health common stock. Based on a closing price of $69.10 per NYSE:Q shares on May 2, 2016, shareholders of IMS Health Holdings Inc (NYSE:IMS) will receive a value of approximately $26.53 per NYSE:IMS share.
However, given that at least one analyst has set the high target price for NYSE:IMS shares at $32.00 per share, the investigation concerns whether the offer is unfair to NYSE:IMS stockholders. More specifically, the investigation concerns whether the IMS Health Holdings 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.
IMS Health Holdings Inc reported that its annual Total Revenue rose from over $2.64 billion in 2014 to over $2.92 billion in 2015 and that its Net loss of $189 million in 2014 turned into a Net Income of $417 million in 2015. Shares of IMS Health Holdings Inc (NYSE:IMS) reached as high as 33.15 per share in July 2015.