Lawsuit Overview
San Diego, Dec. 9, 2011 (Shareholders Foundation) -- An investor in NYSE: SFSF shares filed a lawsuit in State Court against directors of SuccessFactors in effort to block the proposed sale of SuccessFactors Inc to SAP AG for $40.00 per share.
According to the complaint the plaintiff alleges that the defendants breached their fiduciary duties owed Success Factors (NYSE:SFSF) investors arising out of the attempt to sell SuccessFactors Inc via an unfair process at an unfair price to SAP AG.
On Saturday, December 3, 2011, SuccessFactors, Inc. (NYSE: SFSF) and SAP AG (NYSE: SAP) announced that SAP's subsidiary, SAP America, Inc., has entered into a merger agreement with SuccessFactors, pursuant to which a subsidiary of SAP would offer to acquire all outstanding shares of common stock of SuccessFactors (NYSE: SFSF) for $40.00/per share in cash, representing an enterprise value of approximately $3.4 billion. SuccessFactors, Inc said that the $40 per share offer represents a 52% premium both over the December 2nd closing price and the one month volume weighted average price per share.
SFSF shares closed on Monday at $39.75 per share.
However, the plaintiff alleges that the $40.00offer undervalues SuccessFactors Inc. In fact, NYSE SFSF shares traded as high as $40.27 per share as recently as April 2011, thus slightly above the current offer and at least one analyst has set the high target price at $45 per share, well above the current offer.