Investigation Overview
San Diego, March 13, 2012 (Shareholders Foundation) -- The announcement by Midas, Inc. that it agreed to be acquired for $11.50 per Midas, Inc. (NYSE:MDS) caused an investigation for investors in Midas, Inc. (NYSE:MDS) shares concerning whether the offer to acquire Midas, Inc. and the buyout process are unfair to investors in Midas, Inc. (NYSE:MDS) shares.
The investigations by law firms concern whether Midas, certain officers and directors, and/or others breached their fiduciary duties owed to Midas, Inc. (NYSE:MDS) investors in connection with the proposed acquisition.
On Tuesday, March 13, 2012, TBC Corporation and Midas, Inc. (NYSE: MDS) announced that they have entered into a merger agreement, pursuant to which TBC Corp. will acquire Midas, Inc. through a cash tender offer at $11.50 per share. The all-cash transaction is valued at approximately $310 million, including the assumption of approximately $137 million in debt and pension liabilities.
Following the announcement shares of Midas, Inc. (NYSE:MDS) jumped on Monday to $11.45 on Tuesday.
However, Midas Chairman, President and Chief Executive Officer Alan Feldman has already signed a tender and voting agreement in support of the offer.
Additionally, Midas financial performance improved lately. Despite a slight decrease in its Total Revenue from $192.40million for a 52weeks period ending on Jan 1, 2011 to $183.60million for a 52weeks period ending on Dec. 31, 2011, Midas, Inc. was able to turn its Net Loss of $13.40million for the 52weeks period ending on Jan 1, 2011 into a Net Income of $4.00million for the 52weeks period ending on Dec. 31, 2011.
Therefore the investigation for NYSE:MDS investors concerns whether the Midas Board of Directors undertook an adequate sales process and in particular breached their fiduciary duties to Midas, Inc. (NYSE:MDS) shareholders by failing to adequately shop the Company before entering into this transaction.