SAN DIEGO and LAS VEGAS,
Jan. 10, 2014 /PRNewswire/
-- Shareholder rights attorneys at Robbins Arroyo LLP are
investigating the acquisition of American Pacific Corporation
(NASDAQ: APFC) by affiliates of H.I.G. Capital, LLC. On
January 9, 2014, the companies
announced the signing of a definitive merger agreement pursuant to
which H.I.G. Capital will commence a tender offer to acquire all
outstanding shares of American Pacific common stock for
$46.25 per share in cash.
(Logo:
http://photos.prnewswire.com/prnh/20130103/MM36754LOGO)
Is the Proposed Merger Best for American Pacific and Its
Shareholders?
Robbins Arroyo LLP's investigation focuses on whether the board
of directors at American Pacific is undertaking a fair process to
obtain maximum value and adequately compensate American Pacific
shareholders in the merger.
As an initial matter, the $46.25
consideration represents a one day premium of less than 19% based
on American Pacific's closing price on January 9, 2014. This one day premium is
substantially below the average one day premium of nearly 37% for
comparable transactions in the last three years. In addition,
American Pacific shares have traded significantly above the offer
price as recently as November 5, 2013
and traded as high as $53.75 on
October 17, 2013 and closing at
$53.09 that same day.
On December 12, 2013, American
Pacific released its financial results for the period ending
September 30, 2013, revealing record
performances for both revenue and adjusted EBITDA.
Specifically, the company reported that revenues for the fiscal
year 2013 increased $29.5 million, or
16%, to $215.1 million and adjusted
EBITDA increased to $55.2 million
from $43 million for the same period
in 2012. Further, American Pacific reported that adjusted
income from continuing operations reached $24.9 million compared to $10.1 million in the prior year.
In commenting on the results, Joe
Carleone, American Pacific's Chairman of the Board and Chief
Executive Officer, stated: "Although our profit expectation for
Fiscal 2014 is lower in the aggregate, the components provide a
robust future for AMPAC. Fine Chemicals segment opportunities are
continuing to expand and our Specialty Chemicals segment should
return to operating at its pre-Fiscal 2013 stable levels."
Given these facts, Robbins Arroyo LLP is examining whether the
American Pacific board of directors are seeking to benefit
themselves with their decision to sell the company to H.I.G.
Capital now rather than allow shareholders to continue to
participate in the company's continued success and future growth
prospects.
American Pacific shareholders have the option to file a class
action lawsuit to ensure the board of directors obtains the best
possible price for shareholders and the disclosure of material
information. Material Sciences shareholders interested in
information about their rights and potential remedies can contact
attorney Darnell R. Donahue at (800)
350-6003, ddonahue@robbinsarroyo.com, or via the shareholder
information form on the firm's website.
Robbins Arroyo LLP is a nationally recognized leader in
securities litigation and shareholder rights law. The law
firm represents individual and institutional investors in
shareholder derivative and securities class action lawsuits, and
has helped its clients realize more than $1
billion of value for themselves and the companies in which
they have invested.
Attorney Advertising. Past results do not guarantee a
similar outcome.
Contact:
Darnell R. Donahue
Robbins Arroyo LLP
ddonahue@robbinsarroyo.com
(619) 525-3990 or Toll Free (800) 350-6003
www.robbinsarroyo.com
SOURCE Robbins Arroyo LLP
