Investigation Overview
An investigation on behalf of investors, who currently hold shares of The Navigators Group, Inc. (NASDAQ: NAVG), was announced concerning whether the takeover of The Navigators Group, Inc. by The Hartford Financial Services Group is unfair to NASDAQ: NAVG stockholders.
The investigation by a law firm concerns whether certain officers and directors of The Navigators Group, Inc. breached their fiduciary duties owed to NASDAQ: NAVG investors in connection with the proposed acquisition.
On Aug. 22, 2018, The Navigators Group, Inc. (NASDAQ:NAVG) announced that it has entered into an agreement to be acquired by The Hartford Financial Services Group, Inc. (NYSE: HIG) in an all-cash transaction that values The Navigators Group, Inc at approximately $2.1 billion. Under the terms of the agreement, The Navigators Group, Inc stockholders will receive $70.00 per share in cash upon the closing of the transaction.
However, given that The Navigators Groups founder, and shares controlled by other members of his family, which represent approximately 20% of total shares outstanding, have already agreed to vote in support of Navigators transaction with The Hartford, the investigation concerns whether the offer is unfair to NASDAQ: NAVG stockholders. More specifically, the investigation concerns whether the Navigators 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.
The Navigators Group, Inc. (NASDAQ: NAVG) reported that its annual Total Revenue rose from over $1.18 billion in 2016 to over $1.31 billion in 2017.