Investigation Overview
An investigation on behalf of investors of Stream Global Services, Inc. (AMEX:SGS) over possible breaches of fiduciary duties was announced after Trillium Capital LLC announced its offer to acquire Stream Global Services, Inc. at $4.65 per SGS share.
The investigation by a law firm concerns whether Stream Global Services, Inc., certain of its officers and directors, and/or others breached their fiduciary duties owed to Stream Global Services, Inc. (AMEX:SGS) investors in connection in the event of a takeover.
On Wednesday, June 1 2011, Trillium Capital LLC announced it has submitted a non-binding proposal to the Board of Directors of Stream Global Services, Inc. to acquire 100% of the duly issued and outstanding common shares of Stream Global Services, Inc. and all of its subsidiaries, (NYSE/AMEX:SGS), for a price per common share for $4.65 in cash plus assumption or replacement of its $200 million high yield bonds due 2014.
Following the takeover proposal shares of Stream Global Services, Inc. (AMEX:SGS) surged fromroughly $3 on Tuesday to $4.45 per share on Wednesday.
However SGS stock traded as early as January 2011 at almost $4 leaving AMEX:SGS stockholders with only a meager premium. During 2010 SGS shares traded in June as high as $6.70 and in April as high as $6.90 per share.
Therefore the investigation by a law firm questions whether a potential sale process and the potential price would be unfair to the shareholders of Stream Global Services, Inc. (AMEX:SGS). The investigation focuses whether the Stream Global Services board of directors will undertake an adequate and fair sales process to obtain fair consideration for all shareholders of Stream Global Services (AMEX:SGS) and will breach their fiduciary duties to Stream Global Services (SGS) shareholder by failing to adequately shop the Company before entering into any transaction.
Trillium Capital LLC also disclosed that it has direct control of 3.728 million common shares of Stream Global Services, Inc or approximately 4.6% of Stream Global Services' issued and outstanding common shares and also owns 1000 of its public warrants.
In addition the investigation concerns also whether Trillium Capital LLC would underpay for AMEX:SGS shares, thus unlawfully harming Stream Global Services investors.
Stream Global Services has performed well for its investors in the past. Its annual Revenue rose form a 12months Total Revenue of $211.37million in 2008 to $800.17million in 2010. For the first quarter Stream Global Services reported a higher quarterly Total Revenue than for the full year 2008. Stream Global Services reported for the first quarter Total Revenue of $212.69million.
A potential securities class action lawsuit would seek to maximize the amount of money and information AMEX SGS shareholders would receive in a buyout, so the law firm.