Investigation Overview
An investigation on behalf of investors, who currently hold shares of Ply Gem Holdings Inc (NYSE:PGEM), was announced concerning whether the takeover of Ply Gem Holdings Inc. by Clayton, Dubilier & Rice is unfair to Ply Gem Holdings Inc (NYSE:PGEM stockholders.
The investigation by a law firm concerns whether certain officers and directors of Ply Gem Holdings Inc breached their fiduciary duties owed to NYSE:PGEM investors in connection with the proposed acquisition.
On January 31, 2018, Ply Gem Holdings Inc (NYSE:PGEM) and Clayton, Dubilier & Rice (CD&R) announced an agreement under which CD&R funds will acquire all of the outstanding shares of Ply Gem common stock in a go-private transaction valued at approximately $2.4 billion. Ply Gems board of directors approved the agreement, which provides for the payment of $21.64 per share in cash to all holders of Ply Gem common stock.
However, the investigation concerns whether the offer is unfair to NYSE:PGEM stockholders. More specifically, the investigation concerns whether the Ply Gem Holdings 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.
Ply Gem Holdings Inc reported that its annual Total Revenue rose from over $1.83 billion in 2015 to over $1.91 billion in 2016 and that its Net Income increased from $32.29 million in 2015 to $75.49 million in 2016.