This Day On The Street
Continue to site
This account is pending registration confirmation. Please click on the link within the confirmation email previously sent you to complete registration.
Need a new registration confirmation email? Click here

Acquisition Of Flow International Corporation By American Industrial Partners May Not Be In The Best Interests Of Flow International Corporation Shareholders

SAN DIEGO and KENT, Wash., Sept. 26, 2013 /PRNewswire/ --  Shareholder rights attorneys at Robbins Arroyo LLP are investigating the acquisition of Flow International Corporation (NASDAQ: FLOW) by American Industrial Partners, a private equity firm.  On September 25, 2013, Flow announced the signing of a definitive merger agreement under which American Industrial Partners will acquire Flow in an all cash transaction for $4.05 per share.  The Flow board of directors has unanimously approved the merger agreement. The transaction is expected to close in early 2014. (Logo -

Is the Merger Best for Flow and Its Shareholders?

Robbins Arroyo LLP's investigation focuses on whether the board of directors at Flow is undertaking a fair process to obtain maximum value and adequately compensate its shareholders in the merger. As an initial matter, the $4.05 consideration represents a premium of just 8.6% based on Flow's closing price on September 25, 2013.  This premium is substantially below the median one-day premium of 34.40% for comparable transactions in the last three years.  Further, the merger consideration is below the target price of $5.00 set by an analyst at Dougherty & Company LLC on March 12, 2013.  Moreover, Flow has traded above the offer price as recently as June 06, 2013.   

On September 9, 2013, Flow issued a press release announcing the company's earnings for its first quarter 2014. Flow reported the company exceeded analyst net income expectations in the first quarter and exceeded analyst sales expectations for the tenth consecutive quarter.  In announcing these results, Flow President and CEO, Charley Brown, commented, "We saw our order patterns and revenue stabilize in Q1, following the macro-economic driven pull back in Q4 .…We are also encouraged by early evidence of growth beyond those stable levels.  The $13 million of cost reductions we announced in June are ahead of schedule, giving us confidence in our ability to achieve all of these savings, which represent more than 100% of last year's Operating Income."

Given these facts, Robbins Arroyo is examining Flow's board of directors' decision to sell the company to American Industrial Partners now rather than allow shareholders to continue to participate in the company's continued success and future growth prospects, and whether they are seeking to benefit themselves.  

1 of 2

Check Out Our Best Services for Investors

Action Alerts PLUS

Portfolio Manager Jim Cramer and Director of Research Jack Mohr reveal their investment tactics while giving advanced notice before every trade.

Product Features:
  • $2.5+ million portfolio
  • Large-cap and dividend focus
  • Intraday trade alerts from Cramer
Quant Ratings

Access the tool that DOMINATES the Russell 2000 and the S&P 500.

Product Features:
  • Buy, hold, or sell recommendations for over 4,300 stocks
  • Unlimited research reports on your favorite stocks
  • A custom stock screener
Stocks Under $10

David Peltier uncovers low dollar stocks with serious upside potential that are flying under Wall Street's radar.

Product Features:
  • Model portfolio
  • Stocks trading below $10
  • Intraday trade alerts
14-Days Free
Only $9.95
14-Days Free
Dividend Stock Advisor

David Peltier identifies the best of breed dividend stocks that will pay a reliable AND significant income stream.

Product Features:
  • Diversified model portfolio of dividend stocks
  • Updates with exact steps to take - BUY, HOLD, SELL
Trifecta Stocks

Every recommendation goes through 3 layers of intense scrutiny—quantitative, fundamental and technical analysis—to maximize profit potential and minimize risk.

Product Features:
  • Model Portfolio
  • Intra Day Trade alerts
  • Access to Quant Ratings
Real Money

More than 30 investing pros with skin in the game give you actionable insight and investment ideas.

Product Features:
  • Access to Jim Cramer's daily blog
  • Intraday commentary and news
  • Real-time trading forums
Only $49.95
14-Days Free
14-Days Free
AAPL $94.02 0.00%
FB $104.07 0.00%
GOOG $683.57 0.00%
TSLA $162.60 0.00%
YHOO $27.97 0.00%


Chart of I:DJI
DOW 16,204.97 -211.61 -1.29%
S&P 500 1,880.05 -35.40 -1.85%
NASDAQ 4,363.1440 -146.4150 -3.25%

Free Reports

Top Rated Stocks Top Rated Funds Top Rated ETFs