Investigation Overview
June 23, 2014 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Integrys Energy Group, Inc. (NYSE:TEG) shares, was announced concerning whether the takeover of Integrys Energy Group, Inc. by Wisconsin Energy Corp for a value of $71.47 per shares is unfair to NYSE:TEG stockholders.
The investigation by a law firm concerns whether certain officers and directors of Integrys Energy Group, Inc. breached their fiduciary duties owed toNYSE:TEG investors in connection with the proposed acquisition.
On June 23, 2014, Wisconsin Energy Corp. (NYSE: WEC) and Integrys Energy Group, Inc. (NYSE:TEG) announced that they have entered into an agreement under which Wisconsin Energy will acquire Integrys Energy Group, Inc. (NYSE:TEG) in a transaction valued at $9.1 billion. Under the terms of the transaction, Integrys Energy Group, Inc. (NYSE:TEG) shareholders will receive common stock at a fixed exchange ratio of 1.128 Wisconsin Energy shares plus $18.58 in cash per Integrys Energy Group, Inc. (NYSE:TEG) share. Total consideration is valued at $71.47 per NYSE:TEG share, with a consideration mix of 74 percent stock and 26 percent cash.
However, the investigation concerns whether the offer is unfair to NYSE:TEG stockholders. More specifically, the investigation concerns whether the Integrys Energy Group 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.
Integrys Energy Group, Inc. reported that its annual Total Revenue rose from over 44.21 billion in 2012 to over $5.63 billion in 2013 and that its Net Income increased from $284.50 million in 2012 to $254.90 million in 2013. Shares of Integrys Energy Group, Inc. (NYSE:TEG) grew from $28.70 per share in July 2009 to as high as $63.55 per share in August 2013, respectively $61.37 per share in April 2014.
On June 23, 2014, NYSE:TEG shares closed at $68.35 per share.