Robbins Umeda LLP Is Investigating Clinical Data, Inc. Acquisition for Shareholders
22 Fevereiro 2011 - 9:19PM
Business Wire
Robbins Umeda LLP, a shareholder rights litigation firm, has
commenced an investigation into possible breaches of fiduciary duty
and other violations of state law by members of the board of
directors of Clinical Data, Inc. (NASDAQ: CLDA) in connection with
their efforts to sell the company to Forest Laboratories, Inc.
(NYSE: FRX). Under the proposed agreement, Forest Labs will
commence a tender offer to purchase all of the outstanding Clinical
Data shares for $30.00 per share in cash, a 12% discount from
Clinical Data's closing price of $33.90 on Friday, February 18,
2011. In addition, the deal includes contingent consideration of $6
per share, based on certain commercial milestones over four
consecutive quarters related to sales of Viibryd, Clinical Data's
new antidepressant. Clinical Data's directors and officers hold
approximately 52.3% of shares, and have already entered into tender
agreements. The deal is expected to close in the second quarter of
2011.
Robbins Umeda LLP's investigation concerns whether Clinical
Data's board undertook a fair process to obtain fair consideration
for its shareholders. Specifically, the investigation concerns
whether members of Clinical Data's board breached their fiduciary
duties to its shareholders by failing to adequately shop the
company before entering into the transaction with Forest Labs. In
addition, Robbins Umeda LLP is investigating whether the proposed
acquisition adequately reflects the value of Viibyrd, which just
received approval from the U.S. Food and Drug Administration on
Monday, February 21, 2011. Viibyrd is entering a $12 billion U.S.
market with a potential for 11 years of market exclusivity. Experts
estimate that 2016 Viibryd sales could reach $1.4 billion.
If you own stock in Clinical Data and would like more
information about your rights as a shareholder, please contact
attorney Gregory E. Del Gaizo at 800-350-6003 or by e-mail at
info@robbinsumeda.com.
Robbins Umeda LLP represents individual and institutional
shareholders in derivative, direct, and class action lawsuits. The
law firm's skilled litigation teams include former federal
prosecutors, former defense counsel from top multinational
corporate law firms, and career shareholder rights attorneys. For
more information, please go to http://www.robbinsumeda.com.
Press release link:
http://www.robbinsumeda.com/shareholders-rights-blog/clinical-data-inc/
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