Rigrodsky & Long, P.A. announces that it is investigating potential claims against the board of directors of Rewards Network Inc. (“Rewards Network” or the “Company”) (Nasdaq: DINE) concerning possible breaches of fiduciary duty and other violations of law related to the Company’s entry into an agreement to be acquired and taken private by EGI Acquisition, L.L.C. (“EGI Acquisition”), an affiliate of Equity Group Investments, L.L.C. (“EGI”) in a transaction valued at approximately $126 million. Click here to learn how to join the action: http://www.rigrodskylong.com/news/RewardsNetworkInc-DINE.
Under the proposed agreement, EGI Acquisition will offer to acquire all shares of Rewards Network common stock not owned by EGI Acquisition through a cash tender offer for $13.75 per share the “Tender Offer”). EGI Acquisition intends to commence the Tender Offer within seven business days of today. The Tender Offer will expire 20 business days after the date it commences unless it is extended. Following the expiration of the tender offer, if EGI Acquisition owns at least 90% of the outstanding shares of Rewards Network common stock, EGI Acquisition intends to complete the acquisition of Rewards Network through the short-form procedure under Delaware law, which does not require a vote or meeting of the stockholders of Rewards Network.
The investigation concerns whether Reward Networks’ board of directors failed to adequately shop the Company and obtain the best price possible for Reward Networks’ shareholders before entering into the agreement with EGI. Indeed, EGI Acquisition already owns approximately 14.2% of Reward Networks’ common stock and certain other affiliates of EGI collectively own approximately 12.1% of the outstanding shares of Rewards Network common stock and have agreed to tender such shares in the Tender Offer. Moreover, Reward Networks’ stock has consistently traded above EGI Acquisition’s $13.75 per share offer since June 2010 and closed at $14.19 on October 27, 2010.