Steinway Musical Instruments Inc (NYSE:LVB) Investor Files Lawsuit In Effort To Stop Takeover Under Current Conditions

If you purchased shares of Steinway Musical Instruments Inc (NYSE:LVB) prior to July 1, 2013 , and currently hold any of those NYSE:LVB shares, you have certain options and you should contact the Shareholders Foundation, Inc.

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Company Name(s): 
Steinway Musical Instruments
Case Name: 
Steinway Musical Instruments Deal Case 07/12/2013
Case Status: 
Lawsuit Filed
Affected Securities
NYSE: LVB
Lawsuit Overview
Type of Lawsuit: 
Mergers and Acquisition
Date Filed: 
07/12/2013
Summary: 

July 12, 2013 (Shareholders Foundation) - An investor, who currently holds NYSE:LVB shares, filed a lawsuit in effort to halt the takeover of Steinway Musical Instruments Inc by Kohlberg & Company for $35.00 per NYSE:LVB share.

The plaintiff alleges that the defendants breached their fiduciary duties owed to NYSE:LVB stockholders by agreeing to sell the company too cheaply via an unfair process.

On July 1, 2013, Steinway Musical Instruments Inc (NYSE:LVB) announced that it has entered into an agreement to be acquired by an affiliate of Kohlberg & Company in a transaction valued at approximately $438 million. Under the terms of the agreement, an affiliate of Kohlberg & Company will commence a tender offer to acquire all of the outstanding shares of Steinway Musical Instruments’ common stock for $35.00 per share in cash.

However, the plaintiff claims that the $35.00-offer is too low and undervalues the company. Indeed, following the takeover news NYSE:LVB shares increased in the open market to $36.35 per share on July 11, 2013, thus above the current offer.

Furthermore, the plaintiff alleges that the process is unfair to NYSE:LVB investors too. The plaintiff says that despite a 45-days go-shop period provision, the defendants agreed to certain onerous and preclusive deal protections devices, such as a $13.4 million termination fee and a matching rights provision. that make the proposed transaction a fait accompli and ensure that no competing offers with emerge for Steinway Musical Instruments Inc.

Steinway Musical Instruments Inc reported that its annual Total Revenue rose from $346.26 million in 2011 to $353.72 million in 2012 and that its respective Net Income increased from $1.63 million to $13.51 million. Shares of Steinway Musical Instruments Inc (NYSE:LVB) grew from $9.44 in March 2009 to $29.62 per share in June 2013.

On July 2, 2013, NYSE:LVB shares closed at $35.34 per share.