Block & Leviton LLP Investigates Board of Directors of Fairchild Semiconductor International Inc. for Possible Breaches of Fiduciary Duty in Connection with its Rejection of a Superior Offer to the ON Semiconductor Proposed Acquisition

Dec 14, 2015, 12:00 ET from Block & Leviton LLP

BOSTON, Dec. 14, 2015 /PRNewswire/ -- Block & Leviton LLP (, a Boston-based law firm representing investors nationwide, is investigating possible breaches of fiduciary duty by the board of directors of Fairchild Semiconductor International Inc. ("Fairchild" or the "Company") (NASDAQ:  FCS) concerning the Company's rejection of a superior offer to its agreed upon proposed acquisition by ON Semiconductor Corporation ("ON") (NASDAQ:  ON).

On December 8, 2015, the Company announced that it had received an unsolicited superior acquisition offer from an unnamed bidder.  It disclosed that the new offer was for $21.70 per share in cash.  Under the terms of the proposed transaction with ON announced on November 18, 2015, shareholders of the Company will receive only $20.00 per share.  Although the superior offer would return nearly 10% greater value to shareholders, on December 14, just 6 days after it was received, the board of directors of Fairchild announced that it was rejecting the superior offer. 

Block & Leviton's investigation seeks to determine, among other things, whether directors of the Company breached their fiduciary duties by failing to maximize shareholder value in the potential acquisition, the fairness of the process by which the directors considered and approved the transaction and the propriety of the Fairchild Board's rejection of the superior offer less than a week after it was made.  The investigation also seeks to uncover whether ON or its board of directors aided and abetted such potential violations.

If you are a shareholder of Fairchild and have questions about your legal rights, or if you have information relevant to this investigation, please contact attorney Steven P. Harte, at (617) 398-5600 or email him at

Block & Leviton is a Boston-based law firm representing investors nationwide for violations of securities laws. The firm's lawyers have collectively been prosecuting securities cases on behalf of investors for over 70 years. This notice may constitute attorney advertising.

Steven P. Harte, Esq.
(617) 398-5600

SOURCE Block & Leviton LLP