Investigation Overview
July 30, 2013 (Shareholders Foundation) - An investigation on behalf of investors in Michael Baker Corp (NYSEMKT:BKR) shares was announced concerning whether the offer by Integrated Mission Solutions, LLC, an affiliate of DC Capital Partners, LLC to acquire Michael Baker Corp for $40.50 per NYSEMKT:BKR share and the takeover process are unfair to investors in Michael Baker shares.
The investigation by a law firm concerns whether certain officers and directors of Michael Baker Corp breached their fiduciary duties owed to NYSEMKT:BKR investors in connection with the proposed acquisition.
On July 29, 2013, Michael Baker Corporation (NYSE MKT:BKR) announced that it has entered into a merger agreement to be acquired by Integrated Mission Solutions, LLC, an affiliate of DC Capital Partners, LLC. Under the terms of the agreement, which has been unanimously approved by Michael Baker's Board of Directors, Michael Baker Corporation shareholders will receive $40.50 in cash for each share of common stock that they own, in a transaction valued at $396.9 million.
However, the investigation by a law firm concerns whether the offer is too low for NYSEMKT:BKR stockholders. More specifically, the investigation focuses on whether the Michael Baker 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.
Michael Baker Corp reported that its annual Total Revenue rose from $445.18 million in 2009 to $593.40 million in 2012.
Shares of Michael Baker Corp (NYSEMKT:BKR) traded in 2009 as high as $42.65 per share.
On July 30, 2013, NYSEMKT: BKR shares closed at $40.44 per share.