Lawsuit Overview
April 15, 2013 (Shareholders Foundation) - An investor in shares of Sterling Bancorp (NYSE:STL) filed a lawsuit against directors of Sterling Bancorp in effort to block the proposed takeover of Sterling Bancorp by Provident New York Bancorp at approximately $11.12 per NYSE:STL share. The plaintiff alleges that the defendants breached their fiduciary duties owed to NYSE:STL stockholders by agreeing to sell the company too cheaply via an unfair process.
On April 4, 2013, Provident New York Bancorp and Sterling Bancorp announced they have entered into a merger agreement in a stock-for-stock transaction valued at $344 million, based on the closing price of Provident New York Bancorp common stock on April 3, 2013. In the merger, Sterling Bancorp shareholders will receive a fixed ratio of 1.2625 shares of Provident New York Bancorp common stock for each share of Sterling Bancorp common stock, representing a value of approximately $11.12 per Sterling Bancorp share.
However, the plaintiff claims that the offer is too low and undervalues the company. Indeed, following the takeover news NYSE:STL shares increased in the open market to as high as $11.60 on April 11, 2013. Furthermore, at least one analyst has set the high target price for NYSE:STL shares at $11.50 per share. Sterling Bancorp reported that its Net Income increased from $7.03 million in 2010 to $20.02 million in 2012.
Shares of Sterling Bancorp (NYSE:STL) closed on April 8, 2013, at $11.13 per share.