Investigation Overview
August 18, 2015 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Terex Corporation (NYSE:TEX), was announced concerning whether the takeover of Terex Corp. by Konecranes Plc for a value of approximately $28.80 per share is unfair to NYSE:TEX stockholders.
The investigation by a law firm concerns whether certain officers and directors of breached their fiduciary duties owed to NYSE:TEX investors in connection with the proposed acquisition.
On August. 11, 2015, Terex Corporation (NYSE:TEX) and Konecranes Plc (Helsinki: KCR1V.HE) jointly announced that their respective Boards of Directors have approved a business combination agreement and the resulting all-stock merger of equals. Under the terms of the proposed transaction Terex stockholders will received 0.80 shares of Konecranes for each Terex Corporation share owned, or approximately $28.80 per share based on the August 14, 2015 opening price of Konecranes.
However, given that at least one analyst has set the high target price for NYSE: TEX shares at $35.00 per share and given that NYSE:TEX shares traded as recently as May 2015 as high as $28.85 per share, the investigation concerns whether the offer is unfair to NYSE:TEX stockholders. More specifically, the investigation concerns whether the Terex 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.
Terex Corporation reported that its annual Total Revenue rose from over $6.15 billion in 2011 to over $7.3 billion in 2014 and that its respective Net Income increased from $45.20 million to $319 million. Shares of Terex Corporation (NYSE:TEX) reached as high as $44.53 per share in February 2014.