Lawsuit Overview
May 21, 2012 (Shareholders Foundation) -- An investor in NASDAQ:PFCB shares filed a lawsuit against directors of P.F. Chang's China Bistro in effort to stop the proposed takeover of P.F. Chang's China Bistro by Centerbridge Partners, L.P. at $51.50 per NASDAQ:PFCB share.
On May 1, 2012, P.F. Chang's China Bistro, Inc. (NASDAQ: PFCB) announced that it has entered into a merger agreement with Centerbridge Partners, L.P. in a transaction valued at approximately $1.1 billion, which will result in P.F. Chang's becoming a private company. Under the terms of the proposed transaction, Centerbridge Partners will acquire all of the outstanding shares of P.F. Chang China Bistro's common stock for $51.50 per share in cash.
The plaintiff alleges that the directors breached their fiduciary duties owed to NASDAQ:PFCB stockholders arising out of the attempt to sell P.F. Chang's China Bistro too cheaply via an unfair price to Centerbridge Partners, L.P.
Specifically, the plaintiff claims that the $51.50offer undervalues NASDAQ:PFCB stocks and is unfair to P.F. Chang’s stockholders. In fact, NASDAQ:PFCB shares traded in the end of 2010 as high as $52.86 per share, thus well above the current offer.
In addition P.F. Chang's China Bistro’ has performed consistently well for its investors in the past. Its Total Revenue over the 4 past 52weeks filing period ranged from $1.19billion to $1.24billion and its Net Income from $27.43million to $46.61million.
The plaintiff also alleges that the board of directors entered into the transaction to benefit themselves at the expense of the Company’s stockholders.