Investigation Overview
An investigation on behalf of investors, who currently hold shares of Mazor Robotics Ltd. (NASDAQ: MZOR), was announced concerning whether the takeover of Mazor Robotics Ltd. is unfair to NASDAQ: MZOR stockholders.
The investigation by a law firm concerns whether certain officers and directors of Mazor Robotics Ltd. breached their fiduciary duties owed to NASDAQ: MZOR investors in connection with the proposed acquisition.
On September 20, 2018, Medtronic plc (NYSE:MDT) and Mazor Robotics (NASDAQ: MZOR, TASE: MZOR.TA) announced the companies have entered into a merger agreement under which Medtronic will acquire all outstanding ordinary shares of Mazor for $58.50 per American Depository Share, or $29.25 (104.80 ILS) per ordinary share, in cash, for a total of approximately $1.64 billion, or $1.34 billion net of Medtronics existing stake in Mazor and cash acquired.
However, given that at least one analyst has set the high target price for NASDAQ: MZOR at $65.00 per share and given that NASDAQ: MZOR shares traded in the open market as high as $72.94 per share in March 2018, the investigation concerns whether the offer is unfair to NASDAQ: MZOR stockholders. More specifically, the investigation concerns whether the Mazor Robotics 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.
Mazor Robotics Ltd. reported that its annual Total Revenue rose from $36.37 million in 2016 to $64.94 million in 2017.