April 7, 2017 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Panera Bread Co (NASDAQ:PNRA), was announced concerning whether the takeover of Panera Bread Co. by JAB for $315.00 per share is unfair to NASDAQ:PNRA stockholders.

The investigation by a law firm concerns whether certain officers and directors of Panera Bread Co breached their fiduciary duties owed to NASDAQ:PNRA investors in connection with the proposed acquisition.

On April 5, 2017 Panera Bread Co (NASDAQ:PNRA) and JAB announced that the companies have entered into a merger agreement under which JAB will acquire Panera Bread Co for $315 per share in cash, in a transaction valued at approximately $7.5 billion, including the assumption of approximately $340 million of net debt.

However, given that the Chairman of the Board, Chief Executive Officer Mr. Shaich has already entered into a voting agreement whereby he and entities affiliated with him have agreed to vote shares representing approximately 15.5% of the Companys voting power in favor of the transaction, the investigation concerns whether the offer is unfair to NASDAQ:PNRA stockholders. More specifically, the investigation concerns whether the Panera Bread 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.

Panera Bread Co reported that its Total Revenue rose from over $2.68 billion for the 52 weeks period that ended on December 29, 2015 to over $2.79 billion for the 52 weeks period that ended on December 27, 2016.

Shares of Panera Bread Co (NASDAQ:PNRA) closed on April 7, 2017 at $312.00 per share.