Telular Corporation (NASDAQ:WRLS) Investor Files Lawsuit Over Alleged Breaches Of Fiduciary Duties In Takeover

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Company Name(s): 
Telular
Case Name: 
Telular Deal Case 05/03/2013
Case Status: 
Lawsuit Filed
Affected Securities
NASDAQ: WRLS
Lawsuit Overview
Type of Lawsuit: 
Mergers and Acquisition
Date Filed: 
05/03/2013
Summary: 

May 6, 2013 (Shareholders Foundation) - An investor in shares of Telular Corporation (NASDAQ:WRLS) filed a lawsuit against directors in effort to stop the proposed takeover of Telular Corporation by Avista Capital Partners for $18.50 per NASDAQ:WRLS share.

On April 29, 2013, Telular Corporation (NASDAQ: WRLS) and Avista Capital Partners announced that they have entered into an agreement providing for the acquisition of Telular for $12.61 per share net in cash and approximately $18.5 million in assumed net debt, or approximately $253 million in total consideration.

However, the plaintiff alleges that the defendants breached their fiduciary duties owed to NASDAQ:WRLS stockholders by agreeing to sell Telular Corporation too cheaply via an unfair process to Avista Capital Partners.

The plaintiff claims that the $18.50-offer is unfair to NASDAQ:WRLS investors and undervalues the company. Indeed, at least one analyst has set the high target price for NASDAQ:WRLS shares at $18.50 per share. Furthermore, Telular’s financial performance improved lately. For instance, Telular Corporation reported that its Total Revenue rose from $47.25 million for the 12 months period that ended on Sept. 30, 2011 to $78.64 million for the 12 months period that ended on Sept. 30, 2012 and that its respective Net Income increased from $4.15 million to $5.90 million. In addition, shares of Telular Corporation (NASDAQ:WRLS) grew from $1.51 per share in 2009 to as high as $11.34 per share in February 2013.

On May 6, 2013, NASDAQ:WRLS shares closed at $12.74 per share.