Engility Holdings, Inc. (NYSE: EGL) Investor Lawsuit Against Acquisition Filed

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Company Name(s): 
Engility Holdings
Case Name: 
Engility Holdings Deal Case
Case Status: 
Lawsuit Filed
Affected Securities
NYSE: EGL
Lawsuit Overview
Type of Lawsuit: 
Mergers and Acquisition
Summary: 

An investor in shares of Engility Holdings, Inc. (NYSE: EGL) filed a lawsuit against the takeover of Engility Holdings, Inc.

The plaintiff alleges that the defendants breached their fiduciary duties owed to NYSE: EGL stockholders by agreeing to sell Engility Holdings, Inc.. cheaply via an unfair process.

Chantilly, VA based Engility Holdings, Inc., together with its subsidiaries, provides a range of technical services to the U.S. Engility Holdings, Inc. reported that its annual Total Revenue declined from over $2.08 billion in 2015 to over $2.07 billion in 2016 and that its Net Loss declined from $235.35 million in 2015 to $10.8 million in 2016.

On September 10, 2018, Science Applications International Corp. (NYSE: SAIC) and Engility Holdings Inc., (NYSE: EGL) announced that they have entered into an agreement under which SAIC will acquire Engility in an all-stock transaction valued at $2.5 billion ($2.25 billion net of the present value of tax assets). Under the terms of the merger agreement, Engility Holdings, Inc. stockholders will receive a fixed exchange ratio of 0.450 shares of SAIC common stock for each share of Engility Holdings, Inc. stock in an all-stock transaction. Based on an SAIC per share closing price of $89.86 on September 7, 2018, the transaction is valued at $40.44 per share of Engility Holdings, Inc. common stock or $2.5 billion in the aggregate, including the repayment of $900 million in Engility's debt.

However, plaintiff claims that the proposed consideration NYSE: EGL shareholders will receive is grossly inadequate and undervalues Engility Holdings, Inc. In addition, the plaintiff alleges that the process is also unfair NYSE: EGL stockholders