Investigation Overview
March 23, 2015 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Integrated Silicon Solution, Inc. (NASDAQ:ISSI ), was announced concerning whether the takeover of Integrated Silicon Solution, Inc. by a Chinese consortium of investors led by Summitview Capital for $19.25 per share is unfair to NASDAQ:ISSI stockholders.
The investigation by a law firm concerns whether certain officers and directors of Integrated Silicon Solution, Inc. breached their fiduciary duties owed to NASDAQ:ISSI investors in connection with the proposed acquisition.
On March 12, 2015, Integrated Silicon Solution, Inc. (NASDAQ:ISSI) and a Chinese consortium of investors led by Summitview Capital announced that they have entered into a merger agreement under which the consortium of investors led by Summitview Capital will acquire all of the outstanding shares of ISSI for US$19.25 per share in cash.
However, given that at least one analyst has set the high target price for NASDAQ:ISSI shares at $20.00 per share, the investigation concerns whether the offer is unfair to NASDAQ:ISSI stockholders. More specifically, the investigation concerns whether the Integrated Silicon Solution 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.
Integrated Silicon Solution, Inc. reported that its Total Revenue rose from $265.95 million for the 12 months period that ended on September 30, 2012 to $328.98 million for the 12 months period that ended on September 30, 2014 and that its Net Loss of $2.72 million for the 12 months period that ended on September 30, 2012 turned into a Net income of $23.27 million for the 12 months period that ended on September 30, 2014. Shares of Integrated Silicon Solution, Inc. (NASDAQ:ISSI) grew from $8.26 per share in October 2012 to as high as $17.56 per share in early March 2015.