LTX-Credence Corporation Shareholder Investigation By The Briscoe Law Firm Concerning the Proposed Merger with Verigy Ltd.
DALLAS--([ BUSINESS WIRE ])--[ The Briscoe Law Firm, PLLC ], founded by a former state prosecutor and enforcement attorney for the United States Securities and Exchange Commission, and the law firm of Powers Taylor, LLP are investigating potential legal claims against the Board of Directors of [ LTX-Credence Corporation ] (aLTX-Credencea or aLTXCa) (NASDAQ: LTXC) related to the proposed acquisition of LTX-Credence by Verigy Ltd.
The definitive merger agreement involves an all-stock transaction valued at approximately $420 million in which LTX-Credence will either become a wholly owned subsidiary of Verigy or Verigy and LTX-Credence will become wholly owned subsidiaries of Holdco, a newly created entity. Under the terms of the proposed merger agreement, LTX-Credence shareholders will receive a afixed exchange ratioa of .96 of Verigy Ltd. (NASDAQ: VRGY) or Holdco stock for each share ofLTX-Credence/LTXC common stock held. Based on Verigya™s stock closing price the day before the merger announcement, the proposed transaction appears to value LTX-Credence/LTXC shares at only $8.55 per share.
Although the proposed acquisition price represents an approximate 30% premium over LTX-Credence/LTXCa™s share closing price the day before the merger announcement, at least one analyst has set a target price of $18 per share for LTX-Credence/LTXC stock. In addition, as recently as May 2010, LTX-Credence/LTXC shares traded over $11.00 per share. Based on these and other factors, the proposed price to LTX-Credence shareholders appears to significantly undervalue LTX-Credence/LTXC shares.
The investigation relates to possible breaches of fiduciary duty and other violations of state law by the Board of Directors of LTX-Credence for approving this transaction and whether LTX-Credencea™s Board of Directors acted in the shareholdersa™ best interests and obtained the best compensation for the companya™s shareholders.
If you currently own shares of LTX-Credence/LTXC and would like additional information regarding this investigation, or if you have information regarding the allegations involving this transaction, please contact Patrick Powers at Powers Taylor, LLP, toll free (877) 728-9607, via e-mail at [ patrick@powerstaylor.com ], or Willie Briscoe at The Briscoe Law Firm, PLLC toll free (877) 397-5991, or via email at [ WBriscoe@TheBriscoeLawFirm.com ]. There is no cost or fee to you.
The Briscoe Law Firm is a full service business litigation and shareholder rights advocacy firm with more than 20 years of experience in complex litigation and transactional matters.
Powers Taylor, LLP is a boutique litigation law firm that handles a variety of complex business litigation matters, including claims of investor and stockholder fraud, shareholder oppression, shareholder derivative suits, and security class actions.