SAN DIEGO, Nov. 13, 2012 /PRNewswire/ -- Shareholder rights firm Robbins Umeda LLP has commenced an investigation into possible breaches of fiduciary duty and other violations of the law by members of the board of directors of Jefferies Group, Inc. (NYSE: JEF) in connection with their efforts to sell the company to Leucadia National Corporation (NYSE: LUK). Concerned shareholders who would like more information about their rights and potential remedies can contact attorney Gregory E. Del Gaizo at (800) 350-6003, firstname.lastname@example.org, or via the shareholder information form on the firm's website.
On November 12, 2012, Jefferies and Leucadia announced that they had entered into a definitive merger agreement under which Leucadia will acquire Jefferies through a stock-for-stock transaction. The total value of the deal is approximately $2.56 billion based on Jefferies's closing stock price on November 9, 2012. Robbins Umeda LLP's investigation focuses on whether the members of the board of directors of Jefferies are undertaking a fair process to obtain the maximum value possible for shareholders, or, instead, seeking to benefit themselves. Under the terms of the deal, holders of Jefferies common stock will receive Leucadia stock valued at $17.66 for each share they own. The $17.66 per share offer price represents a premium of only 23.7% based on Jefferies's closing price on November 9, 2012. As recently as April 10, 2012, Jefferies traded above the offer price at $18.00 per share. At least one analyst from JMP Securities has set a price target for Jefferies of $19.00 per share. Jefferies stockholders will receive 0.81 of a share of Leucadia common stock for each share of Jefferies common stock.
Further, following the completion of the merger, Jefferies's Chief Executive Officer Richard Handler will become the Chief Executive Officer of Leucadia, as well as one of its directors, and will also remain Jefferies's Chief Executive Officer and Chairman; Jefferies's Chairman of the Executive Committee, Brian Friedman, will become Leucadia's President and one of its directors, and will also remain Chairman of the Executive Committee of Jefferies. In addition, upon the closing of the transaction, four members of the board of directors of Jefferies will join the Leucadia board of directors. Further, on September 20, 2012, Jefferies reported its results for the third quarter of 2012. For the quarter, the company reported net revenue of $739 million for the third quarter of 2012, a 45% increase over the company's net revenue of $509 million for the same quarter a year ago. Given these financial results, Robbins Umeda LLP is examining the board of directors' decision to sell Jefferies now rather than allow shareholders to continue to participate in the company's continued success and future growth prospects.
Robbins Umeda LLP attorneys highlight that Jefferies shareholders have the option to file a class action lawsuit against the company to secure the best possible price for the company's shareholders and the disclosure of material information to shareholders so they can vote on the transaction in an informed manner.
Robbins Umeda LLP is a nationally recognized leader in securities litigation and shareholder rights law. The firm represents individual and institutional investors in shareholder derivative and securities class action lawsuits, and has helped its clients realize more than $1 billion of value for themselves and the companies in which they have invested. For more information, please go to http://www.robbinsumeda.com.
Press release link: http://www.robbinsumeda.com/shareholders-rights-blog/jefferies-group-inc/
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SOURCE Robbins Umeda LLP