American Residential Properties Inc (NYSE:ARPI) Investor Investigation Concerning Potential Wrongdoing In Acquisition Announced

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Company Name(s): 
American Residential Properties
Affected Securities: 

December 04, 2015 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of American Residential Properties Inc (NYSE:ARPI), was announced concerning whether the takeover of American Residential Properties Inc by American Homes 4 Rent is unfair to YSE:ARPI stockholders.

The investigation by a law firm concerns whether certain officers and directors of American Residential Properties Inc breached their fiduciary duties owed to NYSE:ARPI investors in connection with the proposed acquisition.

On December 3, 2015, American Homes 4 Rent (NYSE:AMH) and American Residential Properties Inc (NYSE:ARPI) announced that the Boards of both companies have approved an agreement to combine the two companies in a tax-free merger at a total transaction value of approximately $1.5 billion. Under the merger agreement, at closing, each share of American Residential Properties Inc (NYSE:ARPI) common stock and each limited partnership unit in its operating partnership will be exchanged for 1.135 common shares or limited partnership units of American Homes 4 Rent, representing a current value per share/unit of American Residential Properties of $19.01 based on American Homes 4 Rent closing price on December 2, 2015.

However, given that at least one analyst has set the high target price at $22.00 per share and given that NYSE:APRI shares traded in the open market prior to the takeover announcement as high as $19.39 per share on May 8, 2015, the investigation concerns whether the offer is unfair to NYSE:ARPI stockholders. In addition, given that the CEO and Chairman of the board of directors Mr. Schmitz and President and COO Ms. Hawkes have already agreed to vote their shares in favor of the merger, the investigation concerns whether the American Residential Properties Board of Directors undertook an adequate sales process, adequately shopped the company before entering into the transaction, maximized shareholder value by negotiating the best price, and acted in the shareholders' best interests in connection with the proposed sale.

American Residential Properties Inc reported that its annual Total Revenue rose from $37.96 million in 2013 to $86.86 million in 2014.

On December 4, 2015 NYSE:ARPI shares closed at $18.04 per share.