San Diego, CA -- (ReleaseWire) -- 02/19/2013 -- An investor in shares of Virgin Media Inc. (NASDAQ:VMED) filed a lawsuit in effort to stop the proposed takeover of Virgin Media by Liberty Global, Inc. at a value of approximately $47.87 per NASDAQ:VMED share.
Investors who purchased shares of Virgin Media Inc. (NASDAQ:VMED) prior to Feb. 5, 2013, and currently hold any of those NASDAQ:VMED shares have certain options and should contact the Shareholders Foundation at mail(at)shareholdersfoundation.com or call +1(858) 779 - 1554.
The plaintiff claims that the defendants breached their fiduciary duties owed to NASDAQ:VMED investors arising out of their attempt to sell Virgin Media too cheaply via an unfair process.
On February 5, 2013: Liberty Global, Inc. (NASDAQ: LBTYA, LBTYB and LBTYK) and Virgin Media Inc. (NASDAQ: VMED; LSE: VMED) announced that they have entered into an agreement, subject to shareholder approvals, pursuant to which Liberty Global will acquire Virgin Media in a stock and cash merger valued at approximately $23.3 billion. Under the terms of the proposed transaction, Virgin Media shareholders will receive $17.50 in cash, 0.2582 Liberty Global Series A shares and 0.1928 Liberty Global Series C shares for each Virgin Media share that they hold. Based on Liberty Global’s Series A share price of $69.46 and Series C share price of $64.50 as of February 4, 2013, this implies a price of $47.87 per Virgin Media share.
However, the plaintiff alleges that given Virgin Media's recent strong performance as well as its future growth prospects the offer is too low and undervalues the company. Indeed, Virgin Media Inc. reported that its Total Revenue rose from over 3.87 billion GBP in 2010 to over 3.99 billion GBP in 2011 and its Net Loss of 141.40 million GBP in 2010 turned into a Net Income of 75.90 million GBP. In addition, shares of Virgin Media Inc. (NASDAQ:VMED) grew from as low as $4.11 per share in March 2009 to as high as slightly above $40 in January 2013.
Furthermore, so the plaintiff, the defendants have exacerbated their breaches of fiduciary duty by agreeing to lock up the Proposed Transaction with deal protection devices, such as a strict no-solicitation, a matching rights, and a $235 million termination fee provision, that preclude other bidders from making a successful competing offer for the Company. The plaintiff says that there provisions substantially and improperly limit the Board's ability to act with respect to investigating and pursuing superior proposals and alternatives, including a sale of all or part of Virgin Media.
Those who are current investors in Virgin Media Inc. (NASDAQ:VMED), have certain options and should contact the Shareholders Foundation.
Shareholders Foundation, Inc.
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