Jan. 23, 2013 (Shareholders Foundation) -- An investigation on behalf of investors in Spirit Realty Capital Inc (NYSE:SRC) shares was announced concerning whether the offer by Cole Credit Property Trust II to merge Spirit Realty Capital Inc with Cole Credit Property Trust II and the takeover process are unfair to investors in NYSE:SRC shares.

The investigation by a law firm concerns whether certain officers and directors of Spirit Realty Capital Inc breached their fiduciary duties owed NYSE:SRC investors in connection with the proposed acquisition.
On Jan 22, 2013 Spirit Realty Capital Inc and Cole Credit Property Trust II today that their Boards of Directors have approved an agreement to merge their companies. Pursuant to the terms of the merger agreement, Spirit Realty shareholders will receive a fixed exchange ratio of 1.9048 Cole Credit Property Trust II shares for each share of Spirit Realty common stock owned (equates to 0.525 Spirit Realty shares for each share of Cole Credit Property Trust II).

However, given that at least one analyst has set the high target price for NYSE:SRC shares at $21.00 per share and that the largest shareholders of Spirit Realty Capital Inc, Macquarie Capital and TPG-Axon, who together own approximately 15% of Spirit Realty Capital Inc, have already executed agreements that state their intention to vote in favor of the transaction,

Therefore the investigation a law firm concerns whether the proposed transaction is unfair to NYSE:SRC stockholders.

Specifically, the investigation focuses on whether the Spirit Realty Capital 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.