Bull & Lifshitz, LLP Announces Investigation of the Acquisition of Cornell Companies Inc. by The GEO Group Inc.
20 Abril 2010 - 3:26PM
Business Wire
Bull & Lifshitz, LLP announces an investigation into
possible breaches of fiduciary duty in connection with the proposed
merger of Cornell Companies Inc. (NYSE: CRN – News) (referred to as
"Cornell" or the “Company”) and The GEO Group Inc. (NYSE: GEO -
News) (referred to as “GEO”) in a transaction with an estimated
enterprise value of $685 million based on the closing prices of
both companies’ stocks on April 16, 2010, including the assumption
of approximately $300 million in Cornell debt, excluding cash.
Under the terms of the agreement, which has been approved by the
Boards of Directors of both companies, stockholders of Cornell will
have the option to elect to receive either (x) 1.3 shares of GEO
common stock for each share of Cornell common stock or (y) an
amount of cash consideration equal to the greater of (i) the fair
market value of one share of GEO common stock plus $6.00 or (ii)
the fair market value of 1.3 shares of GEO common stock. In order
to preserve the tax-deferred treatment of the transaction, no more
than 20% of the outstanding shares of Cornell common stock may be
exchanged for the cash consideration. If elections are made such
that the aggregate cash consideration to be received by Cornell
stockholders would exceed $100 million in the aggregate, such
excess amount may be paid at the election of GEO in shares of GEO
common stock or in cash.
Based on the closing stock price of each company’s common stock
as of April 16, 2010, and assuming maximum cash election, the
transaction implies a value of $24.96 per Cornell share.
Bull & Lifshitz, LLP's investigation is focused on whether
the proposed deal provides adequate value to the Company’s
shareholders.
If you are a holder of Mirant stock and want to discuss your
legal rights, you may e-mail or call Bull & Lifshitz, LLP who
will, without obligation or cost to you, attempt to answer your
questions. Please contact Joshua M. Lifshitz, Esq. by telephone at
(866) 313-6222 or by sending an e-mail including your contact
information to: counsel@nyclasslaw.com. All e-mail correspondence
should make reference to Cornell.
Bull & Lifshitz, LLP is a New York City-based law firm with
significant experience representing investors in merger-related
shareholder class actions, shareholder derivative actions, and
securities fraud class actions. For more information about the
firm, please visit our website at www.nyclasslaw.com.
ATTORNEY ADVERTISING. © 2010 Bull & Lifshitz, LLP. The law
firm responsible for this advertisement is Bull & Lifshitz,
LLP, 18 East 41st Street, New York, New York 10017, (212) 213-6222.
Prior results do not guarantee or predict a similar outcome with
respect to any future matter.
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