Investigation Overview
April 8, 2013 (Shareholders Foundation ) - An investigation on behalf of investors in Sterling Bancorp (NYSE:STL) shares was announced concerning whether the offer by Provident New York Bancorp to acquire Sterling Bancorp for approximately $11.12 per NYSE:STL share and the takeover process are unfair to investors in NYSE:STL shares.
The investigation by a law firm concerns whether certain officers and directors of Sterling Bancorp breached their fiduciary duties owed to NYSE:STL investors in connection with the proposed acquisition.
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, given that NYSE:STL shares jumped in the open market to as high as $11.55 on April 4, 2013, and that at least one analyst has set the high target price for NYSE:STL shares at $11.50 per share, the investigation a law firm concerns whether the offer is too low for NYSE:STL stockholders. More specifically, the investigation focuses on whether the Sterling Bancorp 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.
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.