Shareholder rights law firm Johnson & Weaver, LLP is investigating potential breaches of fiduciary duty in connection with the proposed buyout of North Carolina-based Cornerstone Therapeutics Inc. (NASDAQ: CRTX) by Italian drugmaker Chiesi Farmaceutici S.p.A., Cornerstone's controlling shareholder since 2009.
Chiesi currently owns 58% of Cornerstone's common stock and in February of 2013 proposed to acquire the rest of Cornerstone's common stock. On September 16, 2013, the parties announced that they had entered into a definitive merger agreement, pursuant to which Chiesi plans to buy the remaining 42% of Cornerstone's outstanding common stock for $9.50 per share, which values the entire company at approximately $255 million.
Johnson & Weaver's investigation will determine whether the members of Astex's Board of Directors breached their fiduciary duties to stockholders by failing to maximize shareholder value with respect to the proposed buyout. Scott Holleman, an attorney at Johnson & Weaver, said, "Cornerstone is a great company, with tremendous upside. Chiesi knows this, which is why it wants to acquire the rest of the company at the lowest possible price.” Mr. Holleman added, "We have serious concerns over the functioning of the Board's special committee and whether the Board did what it could to get the best value for Cornerstone's stockholders."
If you are a Cornerstone shareholder and are interested in learning more about the investigation or your legal rights and remedies, please contact Mr. Holleman at 917-325-3798 ( firstname.lastname@example.org) or lead analyst Jim Baker ( email@example.com) at 619-230-0063.Johnson & Weaver, LLP is a nationally recognized shareholders’ rights law firm. The firm represents individual and institutional investors in shareholder derivative and securities class action lawsuits. For more information about the firm and its attorneys, please visit http://www.johnsonandweaver.com.