Lawsuit Overview
San Diego, Dec. 16, 2011 (Shareholders Foundation) -- An investor in Novellus Systems, Inc. (Public, NASDAQ:NVLS) filed a lawsuit in State Court for current investors in the Novellus Systems, Inc. (NVLS) in effort to block the proposed merger of Novellus Systems, Inc. with Lam Research Corporation.
On Thursday, December 15, 2011, Lam Research Corp. (LRCX) announced that it has entered into a merger agreement to acquire Novellus Systems, Inc. (NVLS) in an all-stock transaction valued at approximately $3.3 billion. Under the terms of the proposed transaction, Novellus Systems stockholders will receive 1.125 shares of Lam Research common stock for each share of Novellus Systems that they own, in a tax-free exchange. Based on the closing price of Lam Research's stock on December 14, 2011, the transaction values Novellus at a price of $44.42 per common share. Following the takeover proposal shares of Novellus Systems, Inc. (NVLS) jumped from $34.71 on Wednesday to $42.49 per share on Thursday.
However, the plaintiff alleges that the offer undervalues Novellus Systems, Inc. In fact, shares of Novellus Systems (NVLS) traded as high as $41.69 per share as recently as March 2011, leaving certain Novellus stockholders with only a meager premium. Furthermore, NVLS shares grew at an exceptional growth rate from as low as $11.28 in Nov 2008 to over $41 per share in March 2011.