A lawsuit was filed for current investors in shares of Jefferies Group, Inc. (NYSE:JEF) in effort to stop the proposed takeover and NYSE:JEF stockholders should contact the Shareholders Foundation.
San Diego, CA -- (SBWIRE) -- 11/26/2012 -- An investor in shares of Jefferies Group, Inc. (NYSE:JEF) filed a lawsuit against directors in effort to block the proposed buyout of the Jefferies Group, Inc. by Leucadia National at a value of approximately $17.66 per NYSE:JEF share.
Investors who purchased shares of Jefferies Group, Inc. (NYSE:JEF) prior to November 12, 2012, and currently hold any of those NYSE:JEF 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 NYSE:JEF stockholders by agreeing to sell the company too cheaply via an unfair process to Leucadia National.
On November 12, 2012, Leucadia National Corporation and Jefferies Group, Inc. announced that the Boards of Directors of both companies have approved a definitive merger agreement under which Jefferies’ shareholders (other than Leucadia, which currently owns approximately 28.6% of the Jefferies outstanding shares) will receive 0.81 of a share of Leucadia common stock for each share of Jefferies common stock they hold. Based on a closing price of $21.80 of NYSE:LUK shares on Friday, November 9, 2012, shareholders of Jefferies Group, Inc. (NYSE:JEF) will receive a value of approximately 17.66 per share.
However, the plaintiff alleges that the offer is unfair to NYSE:JEF stockholders and undervalues the company. Indeed, at least one analyst has set the high target price for NYSE:JEF shares at $19.00 per share. In addition, NYSE:JEF shares traded recently above the current offer. In fact, NYSE:JEF shares traded as high as $19.49 per share as early as March 2012 and as high as $26.84 in early 2011.
In addition, so the plaintiff, the proposed transaction allegedly fails to maximize shareholder value or allow shareholders to enjoy the results of Jeffries’ favorable long-term prospects. Indeed, Jefferies Group’s financial performance improved in recent years. For instance, it reported that its Total Revenue rose from $904.30 million for the 12 months period that ended on Dec. 31, 2008 to over $2.12 billion for the 12 months period that ended on Nov. 30, 2011 and its Net Loss of $540.92 million for the 12 months period that ended on Dec. 31, 2008 turned into a Net Income of $284.62 million billion for the 12 months period that ended on Nov. 30, 2011.
Furthermore, so the plaintiff, the process is also unfair to NYSE:JEF stockholders. In fact, concurrently with the execution of the merger agreement, Leucadia, Richard Handler, Chief Executive Officer and Chairman of Jefferies, and Brian Friedman, Chairman of the Executive Committee of Jefferies and one of its Directors, have each already agreed pursuant to separate voting agreements, among other things, to vote their respective shares in favor of the transaction; and Ian Cumming, Leucadia’s Chief Executive Officer and Chairman, and Joseph Steinberg, Leucadia’s President and one of its Directors, have already each agreed pursuant to separate voting agreements, among other things, to vote their respective shares in favor of the transaction. These voting agreements represent approximately 18.3% and 31.5% of the outstanding shares of Leucadia and Jefferies, respectively.
Those who are current investors in Jefferies Group, Inc. (NYSE:JEF), have certain options and should contact the Shareholders Foundation.
Shareholders Foundation, Inc.
3111 Camino Del Rio North - Suite 423
92108 San Diego