August 26, 2014 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Skilled Healthcare Group, Inc. (NYSE:SKH), was announced concerning whether the takeover of Skilled Healthcare Group, Inc. by Genesis HealthCare is unfair to NYSE:SKH stockholders.
The investigation by a law firm concerns whether certain officers and directors of Skilled Healthcare Group, Inc. breached their fiduciary duties owed to NYSE:SKH investors in connection with the proposed acquisition.
On August 18, 2014, Skilled Healthcare Group, Inc. (NYSE: SKH) announced it has signed an agreement to combine with Genesis HealthCare. Under the terms of the agreement, Skilled Healthcare shareholders will collectively own 25.75% of the vote and value of the fully-diluted equity of the combined company. Genesis HealthCare shareholders will own the other 74.25%. The closing is expected to occur in early 2015, subject to regulatory approvals, as well as other customary closing conditions.
However, given that at least one analyst has set the high target price for NYSE:SKH shares at $9.00 per share, the investigation concerns whether the offer is unfair to NYSE:SKH stockholders. More specifically, the investigation concerns whether the Skilled Healthcare Group Board of Directors undertook an adequate sales process, adequately shopped the company before entering into the transaction, maximized shareholder value by negotiating the best price, and acted in the shareholders' best interests in connection with the proposed sale.
Shares of Skilled Healthcare Group, Inc. (NYSE:SKH) grew from $4.21 per share in October 2013 to as high as $7.00 per share in June 2014.