Lawsuit Overview
November 13, 2015 (Shareholders Foundation) - An investor who currently holds shares of Premiere Global Services, Inc. (NYSE:PGI), filed a lawsuit in effort to halt the proposed takeover of Premiere Global Services, Inc. by funds managed or advised by Siris Capital Group, LLC for $14.00 per share.
The plaintiff alleges that the defendants breached their fiduciary duties owed to NYSE:PGI stockholders by agreeing to sell Premiere Global Services, Inc.. too cheaply via an unfair process.
On September 10, 2015, Premiere Global Services, Inc. (NYSE:PGI) announced that it has entered into an agreement to be acquired by funds managed or advised by Siris Capital Group, LLC in a transaction valued at approximately $1 billion. Under the terms of the agreement, Siris Capital Group, LLC will acquire all of the outstanding common stock of Premiere Global Services, Inc. (NYSE:PGI) for $14.00 per share in cash, representing a premium of approximately 23 percent over the closing price on September 10, 2015, and approximately 32 percent over Premiere Global Services, Inc's volume-weighted average share price during the 90 days ended September 10, 2015.
However, the plaintiff claims that the proposed consideration NYSE:PGI shareholders will receive is grossly inadequate and undervalues Premiere Global Services, Inc. Premiere Global Services, Inc. reported that its annual Total Revenue rose from $473.83 million in 2011 to $567.07 million in 2014. Shares of Premiere Global Services, Inc. (NYSE:PGI) grew from $8.92 per share in November 2013 to as high as $$13.75 per share in mid-2014. In addition, the plaintiff alleges that the process is also unfair to NYSE:PGI stockholders. The plaintiff claims that the proposed takeover agreement contains preclusive deal protection devices, such as a $20 million termination provision, that favor by Siris Capital Group, LLC and deter other bidders from making a superior offer for Premiere Global Services, Inc.