Investigation Overview
November 18, 2013 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Innotrac Corporation (NASDAQ:INOC) shares, was announced concerning whether the takeover of Innotrac Corporation by an affiliate of Sterling Partners for $8.20 per share is unfair to NASDAQ:INOC stockholders.
The investigation by a law firm concerns whether certain officers and directors of Innotrac Corporation breached their fiduciary duties owed to NASDAQ:INOC investors in connection with the proposed acquisition.
On November 14, 2013 Innotrac Corporation (NASDAQ:INOC) announced that it has entered into a merger agreement with an affiliate of v, providing for the acquisition of all of the outstanding shares of Innotrac for $8.20 per share in cash.
However, given that NASDAQ:INCO shares reached $8.25 per share on November 11, 2013, the investigation concerns whether the $8.20-offer is unfair to NASDAQ:INOC stockholders.
In addition, given that Scott Dorfman, the Companys CEO, Chairman and largest shareholder, has aleady entered into a contribution and support agreement pursuant to which he has agreed to contribute all of his shares, representing approximately 44% of the Companys outstanding common stock, to the purchaser, the investigation concerns whether the Innotrac 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.
Innotrac Corporation reported that its annual Total Revenue increased from $79.62 million in 2010 to $107.69 million in 2012 and that its Net Loss of $2.69 million in 2010 turned into a Net Income of $3.48 million in 2012.
Shares of Innotrac Corporation (NASDAQ:INOC) grew from $0.83 per share in 2010 to as high as $8.25 per share on November 11, 2013.
On November 15, 2013, NASDAQ:INCO shares closed at $8.17 per share.