An investor, who currently holds shares of Hawaiian Telcom HoldCo Inc (NASDAQ:HCOM), filed a lawsuit in effort to halt the proposed takeover of Hawaiian Telcom HoldCo Inc by Cincinnati Bell.
The plaintiff alleges that the defendants breached their fiduciary duties owed to NASDAQ:HCOM stockholders by agreeing to sell Hawaiian Telcom HoldCo Inc cheaply via an unfair process to Cincinnati Bell.
On July 10, 2017, Hawaiian Telcom HoldCo Inc (NASDAQ:HCOM) and Cincinnati Bell (NYSE:CBB), announced that their boards of directors approved an agreement under which the companies will combine in a cash and stock transaction valued at approximately $650 million, including the assumption of net debt. Under the agreement, Hawaiian Telcom stockholders will have the option to elect either $30.75in cash, 1.6305 shares of Cincinnati Bell common stock, or a mix of $18.45 in cash and 0.6522 shares of Cincinnati Bell common stock for each share of Hawaiian Telcom, subject to proration such that the aggregate consideration to be paid to Hawaiian Telcom stockholders will be 60 percent cash and 40 percent Cincinnati Bell common stock.
However, plaintiff claims that the proposed consideration NASDAQ:HCOM shareholders will receive is grossly inadequate and undervalues Hawaiian Telcom HoldCo Inc. Indeed, at least one analyst has set the high target price for NASDAQ:HCOM shares at $35.00 per share. In addition, the plaintiff alleges that the process is also unfair NASDAQ:HCOM stockholders.