Investigation Overview
June 28, 2016 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Skullcandy Inc (NASDAQ:SKUL), was announced concerning whether the takeover of Skullcandy Inc is unfair to NASDAQ:SKUL stockholders.
The investigation by a law firm concerns whether certain officers and directors of Skullcandy Inc breached their fiduciary duties owed to NASDAQ:SKUL investors in connection with the proposed acquisition.
On June 23, 2016, Skullcandy Inc entered into an Agreement and Plan of Merger with Incipio, LLC, a Delaware limited liability company and Powder Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of Incipio, LLC, pursuant to which, and on the terms and subject to the conditions thereof, among other things, Powder Merger Sub, Inc will commence a tender offer to acquire all of the outstanding shares of common stock of Skullcandy Inc (NASDAQ:SKUL) at a purchase price of $5.75 per Company Share, net to the holder thereof in cash, subject to reduction for any applicable withholding taxes, without interest.
On June 27, 2016, Skullcandy Inc (NASDAQ:SKUL) announced that onJune 24, 2016 Skullcandy's board of directors received an unsolicited proposal from Mill Road Capital to acquire all of the outstanding shares of Skullcandy common stock for $6.05 per share in cash.
However, given that at least one analyst has set the high target price for NSADAQ:SKUL shares at $6.65 per share and given that NASDAQ:SKUL shares traded in 2015 as high as $11.46 per share, the investigation concerns whether the offer is unfair to NASDAQ:SKUL stockholders. More specifically, the investigation concerns whether the Skullcandy 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.
On June 28, 2016, NASDAQ:SKUL shares closed at $6.14 per share.