Faruqi & Faruqi, LLP, a leading national securities firm headquartered in New York City, is investigating the Board of Directors of MediaMind Technologies, Inc. (“MediaMind” or the “Company”) (NasdaqGS: MDMD) for potential breaches of fiduciary duties in connection with their conduct related to the sale of the Company to DG FastChannel, Inc. (NasdaqGS: DGIT) in a deal valued at about $418.5 million. The proposed transaction offers MediaMind shareholders $22.00 in cash for each share they own. According to Yahoo! Finance, at least one financial analyst values the Company’s stock at $23.00. Furthermore, on May 11, 2011, MediaMind reported that during the first quarter of 2011, the Company’s revenue and non-GAAP EPS exceeded analyst expectations. The revenue was up 18% from the same quarter a year prior. The deal is structured as a tender offer, which could avoid the need for a shareholder vote, and is expected to be completed in the third quarter of 2011.
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Whether the MediaMind’s Board of Directors breached their fiduciary duties to MediaMind’s stockholders by failing to conduct an adequate and fair sales process to sell the Company prior to agreeing to this proposed transaction, whether the proposed transaction undervalues MediaMind’s shares and by how much this proposed transaction undervalues the Company to the detriment of MediaMind’s shareholders are the key focus of this investigation.
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