Faruqi & Faruqi, LLP Announces Investigation Related to the Buyout of Prospect Medical Holdings, Inc. (PZZ)
18 Août 2010 - 9:47PM
Business Wire
Faruqi & Faruqi, LLP, a leading national securities firm
headquartered in New York City, is investigating the Board of
Directors of Prospect Medical Holdings, Inc. (“Prospect Medical” or
the “Company”) (NASDAQ: PZZ) concerning possible breaches of
fiduciary duty and other violations of law related to the Company’s
entry into an agreement to be acquired and taken private by Leonard
Green & Partners, L.P. (“Leonard Green”) in a transaction with
a value of approximately $363 million, including the assumption of
approximately $158 million of net debt. Under the proposed
agreement, Prospect Medical shareholders will receive $8.50 cash
for each share of Prospect Medical common stock. In addition, some
directors and officers of Prospect Medical that currently own in
the aggregate approximately 10.4 million shares of Prospect
Medical’s outstanding common stock (representing nearly 50% of
Prospect Medical’s outstanding shares) have entered into a voting
agreement in which they have agreed to vote all of their Prospect
Medical shares in favor of the adoption of the merger agreement.
These stockholders also have agreed to exchange approximately 6.2
million of their Prospect Medical shares for equity interests in
the sponsored purchasing entity in lieu of their receipt of the
cash merger consideration for those shares. Additionally, according
to Thompson/First Call, at least one analyst has set a price target
of $16.20 per share for Prospect Medical common stock.
Whether Prospect Medical’s Board of Directors breached their
fiduciary duties to Prospect Medical’s stockholders by failing to
conduct an adequate and fair sales process to sell the Company
prior to agreeing to this proposed transaction, whether the
proposed transaction undervalues Prospect Medical shares and by how
much this proposed transaction undervalues the Company to the
detriment of Prospect Medical shareholders are the key focus of
this investigation.
Faruqi & Faruqi, LLP is a national law firm which represents
investors and individuals in class action litigation. The firm is
focused on providing exemplary legal services in complex litigation
in the areas of securities, shareholder, antitrust and consumer
litigation, through all phases of litigation. The firm has an
experienced trial team which has achieved significant victories on
behalf of the firm’s clients.
If you own common stock in Prospect Medical and wish to obtain
additional information, please visit us at
http://www.faruqilaw.com/prospectmedical or contact David H.
Leventhal, Esq. either via e-mail at dleventhal@faruqilaw.com or by
telephone at (877) 247-4292 or (212) 983-9330.
Attorney Advertising. (C) 2010 Faruqi & Faruqi, LLP. The law
firm responsible for this advertisement is Faruqi & Faruqi, LLP
(www.faruqilaw.com). Prior results do not guarantee or predict a
similar outcome with respect to any future matter. We are happy to
discuss your particular case.
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