Investigation Overview
August 19, 2016 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Sunedison Semiconductor Ltd (NASDAQ:SEMI), was announced concerning whether the takeover of Sunedison Semiconductor Ltd by GlobalWafers Co., Ltd for $12.00 per share is unfair to NASDAQ:SEMI stockholders.
The investigation by a law firm concerns whether certain officers and directors of Sunedison Semiconductor Ltd breached their fiduciary duties owed to NASDAQ:SEMI investors in connection with the proposed acquisition.
On August 17, 2016, GlobalWafers Co., Ltd. and Sunedison Semiconductor Ltd (NASDAQ:SEMI) announced that they have entered into an agreement for the acquisition by GlobalWafers, through a wholly owned subsidiary, of all of the outstanding ordinary shares of SunEdison Semiconductor in a transaction valued at US$683 million, including SunEdison Semiconductor outstanding net indebtedness. Under the terms of the agreement, Sunedison Semiconductor Ltd (NASDAQ:SEMI )shareholders will receive US$12.00 per share in cash for each ordinary share held,
However, given that at least one analyst has set the high target price for NASDAQ:SEMI shares at $13.00 per share, the investigation concerns whether the offer is unfair to NASDAQ:SEMI stockholders. In addition, given that GlobalWafers currently already owns approximately 4.9% of the outstanding ordinary shares of SunEdison Semiconductor, theinvestigation concerns whether the Sunedison Semiconductor 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.