Tollgrade Communications, Inc. Shareholder Investigation by Briscoe Law Firm Concerning Acquisition by Golden Gate Capital
22 Février 2011 - 6:16PM
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 securities litigation law firm of
Powers Taylor, LLP are investigating potential legal claims against
the Board of Directors of Tollgrade Communications, Inc.
(“Tollgrade” or “TLGD”) (NASDAQ: TLGD) related to the proposed
buyout of Tollgrade by an affiliate of Golden Gate Capital. The
definitive acquisition agreement, which was announced on February
22, 2011, involves a transaction valued at approximately $137
million. Under the proposed buyout, Tollgrade shareholders will
receive only $10.10 in cash for each share of Tollgrade/TLGD common
stock they hold. The transaction is expected to close in the second
quarter of 2011.
The investigation relates to the fairness of the proposed
transaction to Tollgrade shareholders, possible breaches of
fiduciary duty and other violations of state law by the Board of
Directors of Tollgrade for approving this transaction, and whether
Tollgrade’s Board of Directors acted in the shareholders’ best
interests.
Although the acquisition price offered to Tollgrade shareholders
represents an approximate 29% premium over Tollgrade’s closing
price on September 1, 2010, which is the day that Tollgrade
reportedly “began the process of exploring the company’s strategic
alternatives,” according to a press release issued by Tollgrade,
the acquisition price is well below the closing price of Tollgrade
just days before the buyout announcement. “Based on the fact that
the acquisition price is below the company’s closing price just
days before the acquisition announcement, and other factors, we
have grave concern whether the proposed acquisition is fair to
Tollgrade shareholders, and we want to ensure that the shareholders
are receiving the maximum value for their stock,” said shareholder
rights attorney Willie Briscoe.
If you currently own shares of Tollgrade/TLGD and would like
additional information regarding this investigation, or if you have
information regarding the allegations involved in 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 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.
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