ATMI Inc (NASDAQ:ATMI) Investors Files Lawsuit Over Alleged Wrongdoing In Takeover

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Company Name(s): 
Case Name: 
ATMI Deal Case 03/14/2014
Case Status: 
Lawsuit Filed
Affected Securities
Lawsuit Overview
Type of Lawsuit: 
Mergers and Acquisition
Date Filed: 

March 17, 2014 (Shareholders Foundation) - An investor who currently holds shares of ATMI Inc (NASDAQ:ATMI) filed a lawsuit in effort to halt the proposed takeover of ATMI Inc by Entegris, Inc for $34.00 per share.

The plaintiff alleges that the defendants breached their fiduciary duties owed to NASDAQ:ATMI stockholders arising out of the attempt to sell ATMI Inc too cheaply via an unfair process to Entegris, Inc.

On February 4, 2014, Entegris, Inc.(Nasdaq:ENTG) and ATMI Inc (Nasdaq:ATMI) announced that the Boards of Directors of both companies have approved a merger agreement under which Entegris will acquire ATMI for a total equity value of approximately $1.15 billion on a fully-diluted basis, or approximately $850 million net of cash acquired, including the net cash proceeds from the sale of ATMI's LifeSciences business of $170 million. Under the terms of the merger agreement, ATMI shareholders will receive $34.00 in cash, without interest or dividends, for each share of ATMI common stock they hold at the time of closing.

However, the plaintiff alleges that the $34-offer is too low and undervalues ATMI Inc. Indeed, at least one analyst has set the high target price for NASDAQ:ATMI shares at $36.00 per share. Furthermore, ATMI Inc reported that its annual Total Revenue rose from $390.09 million in 2011 to $407.43 million in 2012 and that its Net Loss of $20.02 million in 2011 turned into a Net Income of $42.33 million in 2012. Shares of ATMI Inc (NASDAQ:ATMI) grew from $12.50 per share in August 2010 to as high as $30.60 in late 2013.

On March 14, 2014, NASDAQ:ATMI shares closed at $34.03 per share.