Lawsuit Overview
April 21, 2016 (Shareholders Foundation) - An investor who currently holds shares of ITC Holdings Corp. (NYSE:ITC), filed a lawsuit in effort to halt the proposed takeover of ITC Holdings Corp. by Fortis Inc for a value of approximately $53.69 per share.
The plaintiff alleges that the defendants breached their fiduciary duties owed to NYSE:ITC stockholders by agreeing to sell ITC Holdings Corp. too cheaply via an unfair process to Fortis Inc.
On February 9, 2016, Fortis Inc. and ITC Holdings Corp. announced that they have entered into an agreement and plan of merger pursuant to which Fortis will acquire ITC Holdings Corp in a transaction valued at approximately US$11.3 billion. Under the terms of the transaction ITC Holdings Corp shareholders will receive US$22.57 in cash and 0.7520 Fortis shares per ITC share or approximately $53.69 per share based on the closing price of Fortis Inc shares on February 8, 2016.
However, plaintiff claims that the proposed consideration NYSE:ITC shareholders will receive is grossly inadequate and undervalues ITC Holdings Corp. Indeed, ITC Holdings Corp. reported that its annual Total Revenue rose from $757.40 million in 2011 to over $1.02 billion in 2014 and that its Net Income increased from $171.69 million in 2011 to $244.08 million in 2014. In addition, the plaintiff alleges that the process is also unfair to ITC Holdings Corp stockholders