Lawsuit Overview
November 28, 2016 (Shareholders Foundation) - An investor, who currently holds shares of WCI Communities Inc (NYSE:WCIC), filed a lawsuit in effort to halt the proposed takeover of WCI Communities Inc by Lennar Corporation for $25.95 per share.
The plaintiff alleges that the defendants breached their fiduciary duties owed to (NYSE:WCIC stockholders by agreeing to sell WCI Communities Inc too cheaply via an unfair process.
On Sept. 22, 2016, WCI Communities Inc (NYSE:WCIC) announced the signing of a merger agreement under which Lennar Corporation (NYSE: LEN and LEN.B) has agreed to acquire all of the outstanding shares of WCI Communities Inc (NYSE:WCIC) common stock in a cash and stock transaction valued at $23.50 per NYSE:WCIC share.
However, the plaintiff claims that the proposed consideration NYSE:WCIC shareholders will receive is grossly inadequate and undervalues WCI Communities Inc. The plaintiff alleges that key information was left out of documents filed with U.S. Securities and Exchange Commission regarding the deal. In addition, the plaintiff claims that the process is also unfair to NYSE:WCIC stockholders. The plaintiff says that the defendants agreed to preclusive deal protection devices, such as limited and inadequate post-signing go-shop period, a matching rights, and a $22.5 million termination fee that deter other bidders from making a superior offer.
WCI Communities Inc reported that its annual Total Revenue rose from $407 million in 2014 to $563.62 million in 2015 and that its Net Income grew from $21.60 million to $35.40 million.
Shares of WCI Communities Inc (NYSE:WCIC) closed on September 26, 2016, at $23.84 per share.