Investigation Overview
San Diego, Jan. 30, 2012 (Shareholders Foundation) -- The announcement by the Gores Group that it will acquire The Pep Boys for $15 per share prompted an investigation for investors in the Pep Boys (NYSE:PBY) shares concerning whether the offer to acquire The Pep Boys and the buyout process are unfair to investors in NYSE:PBY shares.
The investigations by law firms concern whether the Pep Boys, certain officers and directors, and/or others breached their fiduciary duties to The Pep Boys (PBY) investors in connection with the proposed acquisition.
On Monday, Jan 30, 2012, The Pep Boys - Manny, Moe & Jack announced that it has entered into a merger agreement under which it will be acquired by The Gores Group for a total enterprise value of the transaction is approximately $1.0 billion.Under the terms of the proposed transaction, The Gores Group will acquire all the outstanding common shares of The Pep Boys for $15.00 per share in cash.
The Pep Boys said the $15offer represents a premium of 24% percent over Pep Boys closing price of $12.08 on January 27, 2012 and a premium of 36% percent over Pep Boys volume weighted average closing price over the last 30 trading days.
Following the takeover news shares of The Pep Boys - Manny, Moe & Jack (Public, NYSE:PBY) jumped from $12.06 on Friday to $14.90 on Monday.
However, NYSE PBY stocks traded as high as $14.20 per share as recently as May 31, 2011 and as high as $14.43 in February 2011, thus giving certain investors only a meager premium.
In fact NYSE PBY stocks traded during 2007 as high as$22.26 per share and at least one analyst recently set a high target price for NYSE PBY shares at $17.00 per share, thus well above the current offer.
Additionally, the Pep Boys financial performance increase lately. The Pep Boys reported that its Total Revenue rose from $1.91billion for a 52weeks period ending on Jan 30, 2010 to $1.98billion for a 52weeks period ending on Jan 29, 2011 and its Net Income over the same time periods increased from $23.04million to $36.63million.
Thus given the financial performance of the Pep Boys and the analysts target price for NYSE:PBY the investigation focuses on whether offer by The Gores Group undervalues NYSE:PBY shares. Further the investigation for NYSE:PBY investors concerns whether the Pep Boys Board of Directors undertook an adequate sales process and in particular breached their fiduciary duties to the Pep Boys (PBY) shareholders by failing to adequately shop the Company before entering into this transaction.
A potential securities class action lawsuit would seek to maximize the amount of money and information NYSE:PBY shareholders would receive in a buyout, so the law firm.