15Apr Morgan’s Foods
NEW YORK, April 15, 2014 — Tripp Levy PLLC, a leading national securities and shareholder rights law firm that represents shareholders throughout the nation, announces that it is investigating into possible breaches of fiduciary duty to current shareholders of Morgan’s Foods, Inc. (“Morgan’s Food” or the “Company”) (Other OTC: MRFD) and other violations of state law by the board of directors of Morgan’s Foods relating to the proposed buyout of the Company by Apex Restaurant Management, Inc. (“Apex”).
Under the terms of the transaction, Morgan’s Foods shareholders will receive $5.00 in cash for each share of Morgan’s Foods stock they own. The firm’s investigation seeks to determine, among other things, whether the Company’s board of directors breached their fiduciary duties by failing to maximize shareholder value before agreeing to enter into this transaction, and whether Apex is underpaying for Morgan’s Foods shares.
If you are a shareholder of MRFD and would like additional information regarding this matter, at no cost or expense, please contact us.
11Apr Zygo
NEW YORK, April 11, 2014 /PRNewswire/ — Tripp Levy PLLC, a leading national securities and shareholder rights law firm announces that it is investigating the acquisition of Zygo Corporation (NASDAQ: ZIGO) on behalf of its shareholders. Zygo and Ametek, Inc. (NYSE: AME) have announced that they have entered into a definitive merger agreement whereby Ametek will acquire the outstanding common shares of Zygo for $19.25 per share.
The investigation concerns whether the board of directors of Zygo breached their fiduciary duties by not engaging in a full and fair auction process to insure that shareholders obtained the maximum value for their shares, whether certain members of the Board acted for their own self interests in selling the company and whether the price of $19.25 per share is unfairly low. Indeed, Zygo has over $90 million of cash on hand or $4.79 per share and has no long term debt and the price of $19.25 per share is less than 2x Zygo’s book value per share. Further, the Chairman of the Board and CEO have agreed to vote their shares constituting approx. 23.6% of Zygo’s outstanding shares in favor of the acquisition.
If you are a shareholder of ZIGO and would like additional information regarding this matter, at no cost or expense, please contact us.
02Apr DFC Financial
NEW YORK, April 2, 2014 /PRNewswire/ — Tripp Levy PLLC, a leading national securities and shareholder rights law firm that represents shareholders throughout the nation, announces that it is investigating the acquisition of DFC Global Corp. (NASDAQ: DLLR) (“DFC”) on behalf of its shareholders. The Lone Star Funds (“Lone Star”) and DFC announced that they have entered into an agreement providing for the acquisition of DFC by Lone Star. Under the terms of the agreement, DFC shareholders will receive $9.50 in cash per share.
The investigation concerns possible breaches of fiduciary duty and other violations of state law by the Board of Directors of DFC for not acting in DFC shareholders’ best interests in connection with the sale process of DFC. The investigation seeks to determine if there was an adequate auction process and if Lone Star is underpaying for DFC shares. Indeed, the book value alone of DFC is worth approx. $12 per share, and analyst have projected that the true going forward inherent value of the company is worth at least $15 per share. Further, DFC stock traded as high as $16.43 per share just a few months ago.
If you are a shareholder of DFC and would like additional information regarding this matter, at no cost or expense, please contact us
01Apr SWS Group
NEW YORK, April 1, 2014 /PRNewswire/ — Tripp Levy PLLC, a leading national securities and shareholder rights law firm that represents shareholders throughout the nation, announces that it is investigating the acquisition of SWS Group, Inc. (NYSE: SWS) on behalf of its shareholders. Hilltop Holdings Inc. and SWS announced that they have entered into an agreement providing for the acquisition of SWS by Hilltop. Under the terms of the agreement, SWS shareholders will receive 0.2496 shares of Hilltop common stock and $1.94 of cash, equating to $7.88 per share based on Hilltop’s closing price on March 31, 2014.
Hilltop owns 24% of SWS common stock and the Chairman of Hilltop is also on the board of directors of SWS. The investigation concerns possible breaches of fiduciary duty and other violations of state law by the Board of Directors of SWS and Hilltop for not acting in the SWS shareholders’ best interests in connection with the sale process of SWS. The investigation seeks to determine if there was an adequate auction process and if Hilltop is underpaying for SWS, as well as potential conflicts of interest and self-dealing on the part of Hilltop. Indeed, analysts have projected that SWS going forward inherent value is worth at least $8 per share. The stock traded as high as $8.29 less than 2 months ago and the book value alone of SWS is worth at least $9.57 per share.
If you are a shareholder of SWS and would like additional information regarding this matter, at no cost or expense, please contact us.
17Mar Hastings Entertainment
NEW YORK, March 17, 2014 /PRNewswire/ — Tripp Levy PLLC, a leading securities and shareholder rights law firm that represents shareholders throughout the nation, announces that it is investigating the acquisition of Hastings Entertainment, Inc. (NASDAQ: “HAST”) on behalf of shareholders. Hastings Entertainment, Inc. (HAST), has entered into an Agreement to be acquired by entities owned by Joel Weinshanker. Mr. Weinshanker is the President and sole shareholder of National Entertainment Collectibles Association, Inc., which owns approximately 12% of Hastings’ outstanding shares (“NECA”).
Pursuant to the Merger Agreement, each share of Hastings common stock held by a shareholder of Hastings (other than Mr. Weinshanker and his affiliates) will, upon completion of the merger, be converted into the right to receive a cash payment of $3.00 per share. In addition, the CEO of HAST, and related beneficial owners who together hold approximately 32% of Hastings’ common stock, and NECA have each entered into agreements in which they have agreed to, among other things, vote all shares over which they have exercisable voting power in favor of the merger. As a result, holders of approximately 44% of the Hastings’ common stock have committed to vote for the merger.
The investigation concerns whether the board of directors and senior management of HAST and NECA breached their fiduciary duties by not engaging in a full and fair auction and process to sell the company so that shareholders received the maximum value for their shares, whether the CEO of HAST and Mr. Weinshanker are acting for their own self interests and not in the best interests of HAST shareholders, and whether the price of $3 per share is unfairly low. Indeed, analysts have projected that the true going forward inherent value of the company is worth at least $5 per share and the stock traded as high as $5.45 per share less than a year ago. Further, HAST’s book value alone is worth at least $7.57 per share (over 2.5x times what NECA is paying HAST shareholders).
If you are a shareholder of HAST and would like additional information regarding this matter, at no cost or expense, please contact us.