Investigation Overview
An investigation on behalf of investors, who currently hold shares of Rowan Companies plc (NYSE: RDC), was announced concerning whether the takeover of Rowan Companies plc. by Ensco plc is unfair to NYSE: RDC stockholders.
The investigation by a law firm concerns whether certain officers and directors of Rowan Companies plc breached their fiduciary duties owed to NYSE: RDC investors in connection with the proposed acquisition.
Rowan Companies plc provides offshore oil and gas contract drilling services to the oil and gas industry. The company operates through Deepwater, Jack-ups, and ARO segments.
On October 8, 2018, Ensco plc (NYSE: ESV) and Rowan Companies plc (NYSE: RDC) jointly announced that the companies have entered into a transaction agreement under which Rowan will combine with Ensco in an all-stock transaction. Under the terms of the transaction agreement, Rowan shareholders will receive 2.215 Ensco shares for each Rowan share, or a value of approximately $18.78 per share.
However, given that at least one analyst has set the high target price for NYSE: RDC shares at $30.00 per share, the
investigation concerns whether the offer is unfair to Rowan Companies plc (NYSE: RDC stockholders. More specifically, the investigation concerns whether the Rowan Companies plc (NYSE: RDC 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.