Investigation Overview
San Diego, Feb. 24, 2012 (Shareholders Foundation) -- The announcement by Kenneth Cole Productions (NYSE:KCP) that Kenneth D. Cole proposed to acquire Kenneth Cole Productions for $15 per NYSE:KCP share prompted an investigation for investors in NYSE:KCP shares concerning whether the offer to acquire Kenneth Cole Productions for $15 per share and the buyout process are unfair to investors in NYSE:KCP shares.
The investigation by a law firm concerns whether Kenneth Cole Productions (NYSE:KCP), certain officers and directors, and/or others breached their fiduciary duties owed to Kenneth Cole Productions (NYSE:KCP)) investors in connection with the proposed acquisition.
On Feb. 24, 2012, Kenneth D. Cole, Chairman and Chief Creative Officer of Kenneth Cole Productions, Inc, announced that he has proposed to acquire through a merger transaction 100 percent of the outstanding publicly held shares of common stock of Kenneth Cole Productions, Inc. (NYSE: KCP). The proposal values the total equity of the Company at approximately $280 million. The offer letter stated that the proposed price represents a premium of approximately 26% over the average closing price of the Company's Class A common stock for the past 45 trading days
However, the investigation by a law firm concerns whether the offer by Kenneth D. Cole is unfair to NYSEKCP stockholders given the fact that following the takeover proposal shares of Kenneth Cole Productions (NYSE:KCP) jumped from $13.07 per share on Thursday to $15.90 on Friday, February 24, 2012, thus exceeding the current offer. Furthermore at least one analyst has set the high target price for NYSE:KCP shares at $17 per share, thus well above the current offer. Additionally, Kenneth Cole Productions performance over the past recent years increased. Its annual Revenue rose from $410.40million in 2009 to $457.33million in 2010 and its Net Loss of $63.24million in 09 turned into a Net Income of $2.08million in 2010. Its third quarter revenue rose from $119.04million in 2010 to $128.01million in 2011 and its third quarter Net Income increased from $2.02million in 2010 to $5.76million in 2011.
Additionally, Mr. Cole currently owns approximately 47% of the common stock (representing approximately 89% of the voting power) of the Company.
Therefore the investigation for NYSE:KCP investors concerns whether the Kenneth Cole Productions (NYSE:KCP) Board of Directors will undertake an adequate sales process and in particular breach their fiduciary duties to NYSE:KCP shareholders by failing to adequately shop the Company before entering into this transaction.