Investigation Overview
An investigation on behalf of investors of Mediacom Communications Corporation (NASDAQ:MCCC) concerning whether the offered price and sale process in the recently announced buyout are unfair to MCC investors and constitute breaches of fiduciary duties wasannounced.
The investigation by law firms concern whether Mediacom founder and Chief Executive Officer Rocco B. Commisso, Mediacom Communications Corp, and certain other of its officers and directors breached their fiduciary duties owed to Mediacom Communications Corporation (NASDAQ:MCCC) investors in connection with the proposed takeover.
Middletown based Mediacom Communications Corporation announced on Monday, Nov. 15, 2010, that it has entered into a merger agreement with Rocco B. Commisso, the founder, Chairman and Chief Executive Officer of Mediacom, and an entity created by Mr. Commisso. Upon consummation of the merger, all of the outstanding shares of Mediacom common stock not owned by Mr. Commisso will convert into $8.75 per share in cash.
Mr. Commisso previously made a 'going private' proposal on May 31, 2010 under which Mr. Commisso proposed to acquire all publicly held shares of Mediacom common stock for $6.00 per share.
Shares of Mediacom Communications Corporation (MCCC) increased in response to the takeover news by 22%. MCCC shares traded on Friday at almost $7 per share and in creased on Monday to $8.50 per share.
But the investigations by a law firm concerns whether the offered price still undervalues Mediacom Communications (MCCC) and the sale process is unfair to the shareholders of Mediacom Communications Corporation (NASDAQ:MCCC).
According to a June regulatory filing, Commisso has 87 percent voting power and owns about 40 percent of the total shares outstanding.
In addition Mediacom Communications 12month Total Revenue increase from $1.21billion in 2006 to $1.46billion in 2009. While Mediacom Communications Corp reported a Net Loss of $124.92million in 2006, it was able to report a Net Income of $744.07million in 2009. For the first two quarters in 2010 Mediacom Communications Corporation reported quarterly Total Revenue of $368.68million, respectively $377.01million.
Therefore the investigations concern whether the Mediacom Communications Board of Directors undertook an adequate and fair sales process to obtain fair consideration for all shareholders of Mediacom Communications (MCCC) and breached their fiduciary duties to Mediacom Communications Corp. (NASDAQ:MCCC) shareholder by failing to adequately shop the Company before entering into the transaction.