San Diego, CA -- (SBWIRE) -- 12/17/2012 -- An investor in shares of Epoch Holding Corp (NASDAQ:EPHC) filed a lawsuit to halt the proposed takeover of Epoch Holding Corp by TD Bank Group at $28.00 per NASDAQ:EPHC share.
Investors who purchased shares of Epoch Holding Corp (NASDAQ:EPHC) prior to December 6, 2012, and currently hold any of those NASDAQ:EPHC shares have certain options and should contact the Shareholders Foundation at mail(at)shareholdersfoundation.com or call +1(858) 779 - 1554.
The plaintiff alleges that the defendants breached their fiduciary duties owed to NASDAQ:EPHC stockholders by agreeing to sell the company too cheaply via an unfair process.
On December 6, 2012, Epoch Holding Corporation announced that it has entered into a merger agreement with TD Bank Group. Under the terms of the proposed transaction Epoch Holding Corp (NASDAQ:EPHC) stockholders will receive $28.00 in cash per NASDAQ:EPHC share. Epoch Holding Corp said the offer represents a premium of approximately 28% to Epoch's closing price on December 5, 2012.
However, the plaintiff says that the $28offer is too low and undervalues the company. The acquisition is opportunistic and provides no meaningful premium to Epoch’s public shareholders, so the lawsuit. Indeed, at least one analyst has set the high target price for NASDAQ:EPHC shares at $33.50 per share.
In addition, so the plaintiff, the offer robs NASDAQ:EPHC shareholders of all future dividends and future growth in the combined entity. In fact, Epoch Holding has performed well for its investors in the past. For instance, Epoch Holding Corp reported that its Total Revenue rose from $31.18 million for the 12 months period that ended on June 30, 2009 to $92.38 million for the 12 months period that ended on June 30, 2012 and its Net Income over the respective time periods increased from $5.86 million to $24.77 million. Furthermore, shares of Epoch Holding Corp (NASDAQ:EPHC) grew at an exceptional growth rate in the past years. In fact NASDAQ:EPHC shares grew from as low as $4.35 per share in March 2009 to as high as$27.80 per share in April 2012.
Furthermore, so the plaintiff, the process is also unfair to NASDAQ:EPHC stockholders. Indeed shareholders who collectively hold approximately 28% of Epoch's outstanding shares have already demonstrated their support for the transaction by agreeing to vote in favor of the transaction.
Those who are current investors in Epoch Holding Corp (NASDAQ:EPHC), have certain options and should contact the Shareholders Foundation.
Shareholders Foundation, Inc.
3111 Camino Del Rio North - Suite 423
92108 San Diego