June 26, 2013 (Shareholders Foundation) - An investigation on behalf of investors in Keynote Systems, Inc. (NASDAQ:KEYN) shares was announced concerning whether the offer by an affiliate of leading private equity investment firm Thoma Bravo, LLC to acquire Keynote Systems, Inc. for $20.00 per NASDAQ:KEYN share and the takeover process are unfair to investors in NASDAQ:KEYN shares.

The investigation by a law firm concerns whether certain officers and directors of Keynote Systems, Inc. breached their fiduciary duties owed to NASDAQ:KEYN investors in connection with the proposed acquisition.

On Jun. 24, 2013, Keynote Systems, Inc. announced it has entered into an agreement to be acquired by an affiliate of leading private equity investment firm Thoma Bravo, LLC in an all-cash transaction valued at approximately $395 million. Under the terms of the agreement, pending shareholder approval, Keynote stockholders will receive $20.00 in cash for each share of Keynote common stock. Keynote Systems, Inc. said that the $20-offer represents an approximately 48% premium over the company's closing price on June 21, 2013.

However, the investigation by a law firm concerns whether the offer is too low for NASDAQ:KEYN stockholders. More specifically, the investigation focuses on whether the Keynote Systems 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.

Keynote Systems, Inc. reported that its Total Revenue rose from $79.85 million for the 12 months period that ended on Sept. 30, 2010 to $124.34 million for the 12 months period that ended on Sept. 30, 2012.

Shares of Keynote Systems, Inc. traded in 2011 as high as $25.77 per share.

On June 25, 2013, NASDAQ:KEYN shares closed at $19.80 per share.