Investigation Overview
July 30, 2012 (Shareholders Foundation) -- An investigation on behalf of investors in The Shaw Group Inc. (NYSE:SHAW) shares was announced concerning whether the offer by CB&I to acquire The Shaw Group Inc. for $46.00 per NYSE:SHAW share and the takeover process are unfair to investors in NYSE:SHAW shares.
The investigation by a law firm concerns whether certain officers and directors of the Shaw Group Inc. breached their fiduciary duties owed to NYSE:SHAW investors in connection with the proposed acquisition.
On July 30, 2012, The Shaw Group Inc. (NYSE:SHAW) announced it has signed a merger agreement with CB&I (NYSE: CBI) under which CB&I will acquire Shaw in a cash and stock transaction valued at approximately $3 billion.
Under the terms of the proposed transaction, CB&I will acquire the Shaw Group Inc for $46.00 per share in cash and stock. The Shaw Groups shareholders will receive $41.00 in cash and $5.00 in CB&I equity (0.12883 shares based on an agreed upon recent average stock price of $38.81 per share) for each share of Shaw stock at closing.
However, the investigation for NYSE:SHAW investors concerns whether the proposed transaction is unfair to The Shaw Group stockholders. Specifically, the investigation focuses on whether the Shaw Group Board of Directors undertook an adequate sales process and adequately shopped the company before entering into the transaction.