The Briscoe Law Firm, PLLC, founded by a former state prosecutor and enforcement attorney for the United States Securities and Exchange Commission, and the securities litigation law firm of Powers Taylor, LLP are investigating potential legal claims against the Board of Directors of TGC Industries, Inc. (“TGC Industries” or “TGE”) (NASDAQ: TGE) related to the proposed buyout of TGC Industries by Dawson Geophysical Company. The definitive acquisition agreement, which was announced on March 21, 2011, involves a stock-for-stock transaction valued at approximately $157 million in which each TGC Industries shareholder will receive a fixed ratio of 0.188 shares of Dawson Geophysical for each share of TGC Industries owned.
Based on Dawson Geophysical’s prior closing price, the deal has an implied value of approximately $8.00 per share. However, TGC Industries shares closed as high as $7.25 as recently as March 9, 2011. In addition, under the terms of the transaction the exchange ratio may be modified, or the acquisition may be terminated, if the average volume weighted average price of Dawson Geophysical common stock falls below $32.54 or rises above $52.54 per share during the ten consecutive trading days ending on the second business day prior to the date that the shareholders will meet to approve the transaction.
The investigation relates to the fairness of the proposed transaction to TGC Industries shareholders, possible breaches of fiduciary duty and other violations of state law by the Board of Directors of TGC Industries for approving this transaction, and whether TGC Industries’ Board of Directors acted in the shareholders’ best interests.
If you currently own shares of TGC Industries/TGE and would like additional information regarding this investigation, or if you have information regarding the allegations involved in this transaction, please contact Patrick Powers at Powers Taylor, LLP, toll free (877) 728-9607, via e-mail at
firstname.lastname@example.org, or Willie Briscoe at The Briscoe Law Firm, PLLC toll free (877) 397-5991, or via email at
WBriscoe@TheBriscoeLawFirm.com. There is no cost or fee to you.
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