San Diego, CA -- (SBWIRE) -- 07/02/2012 -- An investor in NASDAQ:INMD shares filed a lawsuit against members of the board of directors in effort to block the proposed takeover of IntegraMed America, Incorporation. at $14.05 per NASDAQ:INMD share.
Investors who purchased shares of IntegraMed America, Incorporation. (NASDAQ:INMD) prior to June 11, 2012, and currently hold any of those NASDAQ:INMD 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:INMD investors arising out of the attempt to sell the company too cheaply via an unfair process.
On June 11, 2012, IntegraMed America, Inc. (NASDAQ: INMD) announced that it has entered into a definitive agreement to be acquired by affiliates formed by Sagard Capital Partners, L.P. , an investment fund and IntegraMed America shareholder, for $14.05 per share in cash, or a total equity purchase price of $169.5 million. IntegraMed America, Inc. said the offer represents a 24% premium to IntegraMed’s closing stock price of $11.34 on June 8, 2012, the last trading day prior to today’s announcement, and a 46% premium to IntegraMed’s average daily closing price over the past year.
However, the plaintiff alleges that the $14.05offer undervalues the company and is unfair to NASDAQ:INMD investors. In fact, NASDAQ:INMD shares traded as recently as April 16, 2012 as high as $13.50 per share, thus decreasing the premium significantly for certain investors. Additionally at least one analyst has set the high target price for NASDAQ:INMD shares at $17.00 per share, thus well above the current offer. Furthermore, IntegraMed America has performed well in the past. Its annual Revenue rose from $198.15million in 2008 to $273.58million in 2011.
Additionally the plaintiff alleges that the process is unfair to NASDAQ:INMD stockholders. In fact,the largest shareholder of IntegraMed America owns 26.9% of the Company’s outstanding shares and has already agreed to vote in favor of the transaction and Sagard Capital owns an additional 3.7% of IntegraMed’s outstanding shares.
Those who are current investors in IntegraMed America, Incorporation. (NASDAQ:INMD) and purchased their IntegraMed America, Incorporation. (NASDAQ:INMD. shares prior to the announcement, have certain options and should contact the Shareholders Foundation.
Shareholders Foundation, Inc.
3111 Camino Del Rio North - Suite 423
92108 San Diego