Investigation Overview
January 23, 2017 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Luxottica Group SpA (ADR) (NYSE:LUX), was announced concerning whether the takeover of Luxottica Group SpA. by Essilor and Delfin for a value of approximately $47.07 per share is unfair to NYSE:LUX stockholders.
The investigation by a law firm concerns whether certain officers and directors of Luxottica Group SpA breached their fiduciary duties owed to NYSE:LUX investors in connection with the proposed acquisition.
On January 16, 2017, Essilor and Delfin announce the signing of an agreement designed to create an integrated player dedicated to visual health and superior consumer experience through a combination of Essilor and Luxottica Group SpA. Under the terms of the transaction, Luxottica shareholders will receive 0.461 Essilor shares for each share of Luxottica they own. Based on a closing pirce of $102.10 for Essilor shares on January 13, 2017, NYSE:LUX shareholders will receive a value of approximately $47.07 per share.
However, given that NYSE:LUX shares reached in the open market after the takeover announcement as high as $57.16 per share and reached in 2015 as high as $72.65 per share, the investigation concerns whether the offer is unfair to NYSE:LUX stockholders. More specifically, the investigation concerns whether the Luxottica 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.
Luxottica Group SpA reported that its annual Total Revenue rose from over $8.21 billion in 2014 to over $9.48 billion in 2015 and that its Net Income increased from $689.77 million in 2014 to $863.14 million in 2015.