Investigation Overview
August 25, 2015 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Zulily Inc (NASDAQ:ZU), was announced concerning whether the takeover of Zulily Inc. by Liberty Interactive Corporation for $18.75 per share is unfair to NASDAQ:ZU stockholders.
The investigation by a law firm concerns whether certain officers and directors of Zulily Inc breached their fiduciary duties owed to NASDAQ:ZU investors in connection with the proposed acquisition.
On August 17, 2015, Liberty Interactive Corporation (Nasdaq: QVCA, QVCB, LVNTA, LVNTB) and Zulily Inc (NASDAQ:ZU) announced that they have entered into an agreement under which Liberty Interactive will acquire all outstanding shares of Zulily Inc (NASDAQ:ZU) for $18.75 per share.
However, given that at least one analyst has set the high target price for NASDAQ:ZU shares at $19.00 per share, the investigation concerns whether the offer is unfair to NASDAQ:ZU stockholders. In addition, given that concurrent with the execution of the Agreement, Zulily's founding shareholders, representing approximately 45% of zulily's outstanding shares, have already signed a Tender and Support Agreement, pursuant to which they have agreed to tender all of their shares into the exchange offer, subject to certain exceptions, the investigation concerns whether the Zulily 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.
Zulily Inc reported that its annual Total Revenue rose from $18.38 million in 2010 to over $1.2 billion in 2014 and that its Net Loss of $7.00 million in 2010 turned into a net Income of $14.89 million in 2014. Shares of Zulily Inc (NASDAQ:ZU) grew to as high as $68.39 per share in February 2014.