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If you purchased shares of TGC Industries, Inc. (NASDAQ:TGE) prior to the announcement and currently hold those shares, and/or if you have any information relating the investigation, you have certain options and you should contact the Shareholders Foundation, Inc.
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To have your information reviewed for options and to receive notifications about this investigation, please send an email to mail@shareholdersfoundation.com, or call us at (858) 779-1554.
Investigation Overview
After TGC Industries, Inc. agreed to a takeover by Dawson Geophysical Company an investigation on behalf of investors in TGC Industries, Inc. (NASDAQ:TGE) over possible breaches of fiduciary duty was announced.
The investigation by a law firm concerns whether certain directors and officers at TGC Industries, Inc. (Public, NASDAQ:TGE) or others breached their fiduciary duties in connection with proposed buyout.
On Monday, March 21, 2011, TGC Industries, Inc. (Nasdaq: TGE) and Dawson Geophysical Company (Nasdaq: DWSN) announced they have entered into a merger agreement whereby Dawson Geophysical Company will acquire TGC Industries, Inc. in a tax-free stock-for-stock transaction. Based on the NASDAQ closing prices of Dawson and TGE shares on Friday, March 18, 2011, the transaction is valued at approximately $157 million, representing approximately $8.00 per TGE share.
Indeed, shares of TGC Industries, Inc. (Public, NASDAQ:TGE) increased in response to the merger news from $6.98 during Friday to $7.88 on Monday.
However, shares of TGC Industries (NASDAQ: TGC) traded as recently as March 9 as high as $7.39 per share, leaving investors with only a meager premium. Furthermore, TGC Industries performance was increasing over the most recent years. TGC Industries 12months Total Revenue increased from $90.40million in 2007 to $108.32million in 2010. In addition 29% of TGC Industries, Inc. (Nasdaq: TGE) outstanding shares have already agreed to vote in favor of the Merger.
Therefore the investigation monitors and concerns whether TGC Industries Board of Directors undertook an adequate and fair sales process to obtain the maximized consideration for all shareholders of TGC Industries, Inc. (NASDAQ:TGE) and breached their fiduciary duties to TGC Industries (TGE) investors by failing to adequately shop the Company before entering into the transaction. The investigation concerns also whether the Dawson Geophysical Company would underpay for NASDAQ:TGE shares, thus unlawfully harming NASDAQ TGE investors. A potential class action lawsuit would seek to maximize the amount of money and information for NASDAQ: TGE stockholders would receive in a buyout, so the law firm.
