Investigation Overview
An investigation on behalf of investors, who currently hold shares of Pandora Media, Inc. (NYSE: P), was announced concerning whether the takeover of Pandora Media, Inc. by Sirius XM Holdings Inc is unfair to NYSE: P stockholders.
The investigation by a law firm concerns whether certain officers and directors of Pandora Media, Inc. breached their fiduciary duties owed to NYSE: P investors in connection with the proposed acquisition.
ON September 24, 2018, Sirius XM Holdings Inc. (NASDAQ: SIRI) and Pandora Media, Inc. (NYSE: P) announced an agreement under which SiriusXM will acquire Pandora in an all-stock transaction valued at approximately $3.5 billion. Pursuant to the agreement, the owners of the outstanding shares in Pandora that SiriusXM does not currently own will receive a fixed exchange ratio of 1.44 newly issued SiriusXM shares for each share of Pandora they hold. Based on the 30-day volume-weighted average price of $7.04 per share of SiriusXM common stock, the implied price of Pandora common stock is $10.14 per share,
However, given that at least one analyst has set the high target price for NYSE: P shares at $13.00 per share, the investigation concerns whether the offer is unfair to Pandora Media, Inc. (NYSE: P stockholders. More specifically, the investigation concerns whether the Pandora Media, Inc. (NYSE: P 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.
Pandora Media, Inc. reported that its annual Total Revenue rose from over $138 billion in 2016 to over $1.46 billion in 2017.
Shares of Pandora Media, Inc. (NYSE: P) closed on September 28, 2018, at $9.51 per share.