BUYOUT OF COLE - LAW FIRM SEEKS HIGHER MERGER CONSIDERATION FOR SHAREHOLDERS
October 23, 2013
New York, New York
Tripp Levy PLLC, a leading national securities and shareholder rights law firm, announces that it is investigating the acquisition of Cole Real Estate Investments, Inc. (on behalf of its shareholders. American Realty Capital Properties and Cole announced that they have entered into an agreement to merge the two companies.
Under the terms of the Merger Agreement, Cole will merge with and into a wholly owned subsidiary of ARCP. Cole stockholders may elect to receive 1.0929 shares of ARCP common stock (reflecting a fixed exchange ratio) or $13.82 cash for each share of Cole common stock.
The investigation concerns whether the board of directors of Cole breached their fiduciary duties by not engaging in a full and fair process to insure that its shareholders obtain the maximum value for their shares. Indeed, analysts have projected the stock is worth at least $15 per share and the book value alone of Cole is worth over $8 per share (representing an offer of around 1.5x book).
If you are a shareholder of Cole and would like additional information as to how this merger affects your rights as a shareholder, please contact us at 1-877-772-3975 or email at contact @ tripplevy. Tripp Levy PLLC is a national firm with extensive experience in mergers and takeover and has recovered hundreds of millions for shareholders around the globe.
Moody's just put on negative ARCP....this will probably cause the stock to go down which will in effect cause Cole stock to go down (since Cole is now trading as ARCP). I think this may cause Cole shareholders to take the cash rather the stock which is probably what ARCP wants.
Get your facts straight. The headline was "Moody's Puts American Realty Capital's 'Baa3' Rating Under Review Following Announcement of Cole Deal". Obviously they will review the rating based on the deal. However, the deal improves their financial position so I doubt there will be a change.
Your as bad as the ambulance chasers who announce these BS lawsuits when deals are announced.
what's interesting is that ARCP wanted to buy Cole before it went public...now management cashed out its options for IPO and gets more options cashed out for buyout and keeps their jobs and then puts in a penalty fee of $100 million to prevent anyone from breaking up this deal.....smells fishy to me
"The Merger Agreement also includes certain termination rights for both the Company and Cole and provides that in connection with the termination of the Merger Agreement, under certain specified circumstances, Cole would be required to pay the Company a termination fee of $100,000,000. The Merger Agreement also provides that the Company would be required to pay Cole a termination fee of $110,000,000 if the merger agreement in respect of the ARCT IV Merger is terminated, except where such termination is in connection with a superior proposal received by ARCT IV that is not matched by the Company, in which case the Company would be required pay Cole a termination fee of $5,000,000. The Merger Agreement also provides that the parties will reimburse each other's transaction expenses in the amount of $10,000,000 if the Merger Agreement is terminated in certain circumstances."