Investigation Overview
An investigation on behalf of investors, who currently hold shares of Northwest Bancorporation, Inc. (OTC: NBCT), was announced concerning whether the takeover of Northwest Bancorporation, Inc. by First Interstate BancSystem, Inc is unfair to OTC: NBCT stockholders.
The investigation by a law firm concerns whether certain officers and directors of Northwest Bancorporation, Inc. breached their fiduciary duties owed to OTC: NBCT investors in connection with the proposed acquisition.
Spokane, WA based Northwest Bancorporation, Inc. operates as the holding company for Inland Northwest Bank that provides various banking products and services for individuals, and small and medium-sized businesses. On April 25, 2018, First Interstate BancSystem, Inc. (NASDAQ: FIBK) and Northwest Bancorporation, Inc. (OTC Pink: NBCT) announced that they have entered into a agreement under which First Interstate, parent company of First Interstate Bank, will acquire Northwest, parent company of Inland Northwest Bank (INB), in an all-stock transaction valued at approximately $160.9 million in aggregate, or $21.03 per share. Under the terms of the transaction, Northwest Bancorporation shareholders will receive 0.516 shares of First Interstate Class A common stock for each share of Northwest Bancorporation stock they own, representing a value of approximately $21.03 per share.
However, the investigation concerns whether the offer is unfair to OTC: NBCT stockholders. More specifically, the investigation concerns whether the Northwest Bancorporation 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.