An investor in NASDAQ:EDGR shares filed a lawsuit against directors of EDGAR Online, Inc. to stop the proposed takeover of EDGAR Online, Inc. at $1.092 per share.
Investors who purchased shares of EDGAR Online, Inc. (NASDAQ:EDGR) prior to May 22, 2012 and currently hold any of those NASDAQ:EDGR shares have certain options and should contact the Shareholders Foundation at mail(at)shareholdersfoundation.com or call +1(858) 779 – 1554.
The plaintiff alleges that the defendants breached their fiduciary duties owed to NASDAQ:EDGR investors arising out of the attempt to sell EDGAR Online, Inc. too cheaply and via an unfair process to R. R. Donnelley & Sons Company.
On May 22, 2012, R. R. Donnelley & Sons Company and EDGAR Online jointly announced that they have signed an agreement pursuant to which RR Donnelley will acquire EDGAR Online. Under the terms of the proposed transaction, EDGAR Online shareholders will receive $1.092 for each share of EDGAR Online common stock held.
However, the plaintiff claims that the offer is unfair to NASDAQ:EDGR stockholders and undervalues the company. In fact, NASDAQ:EDGR shares traded in 2011 as high as$1.12 in July, as high as $1.39 in April, and as high as $1.52 in February.
Furthermore, the plaintiff alleges that the process is unfair to NASDAQ:EDGR investors. The plaintiff says the defendants have exacerbated their breaches of fiduciary duty by agreeing to lock up the proposed transaction with deal protection devices, such as the strict no solicitation and a $2.75million termination fee provision, that preclude other bidders from making successful competing offers for the company.
Those who are current investors in EDGAR Online, Inc. (NASDAQ:EDGR) and purchased their NASDAQ:EDGR shares prior to the announcement, have certain options and should contact the Shareholders Foundation.
Shareholders Foundation, Inc.
3111 Camino Del Rio North – Suite 423
92108 San Diego