BioClinica

Acquisition of BioClinica, Inc. by JLL Partners, Inc. May Not Be in BioClinica, Inc. Shareholders’ Best Interests

Robbins Arroyo LLP are investigating the acquisition of BioClinica, Inc. (NASDAQ: BIOC) by JLL Partners, Inc. BioClinica provides clinical trial solutions to pharmaceutical, biotechnology, and medical device companies.

On January 30, 2013, BioClinica announced that it had entered into a definitive merger agreement to be acquired by a holding company controlled by JLL Partners. Pursuant to the agreement, BioClinica’s shareholders will receive $7.25 in cash for each share of common stock. The transaction has been approved by the board of directors of BioClinica. Additionally, BioClinica’s current President and CEO, Mark L. Weinstein, will lead the new company.

The Board of Directors’ Actions May Prevent BioClinica Shareholders from Receiving the Maximum Value for Their Stock

Robbins Arroyo LLP’s investigation focuses on whether the board of directors at BioClinica is undertaking a fair process to obtain maximum value and adequately compensate its shareholders or seeking to benefit themselves. The $7.25 per share offer price is substantially below the $9 target price set by an analyst at Benchmark Company on November 9, 2012.

Further, on November 8, 2012, BioClinica reported financial results for the third quarter ended September 30, 2012, reflecting record service revenues and a strong increase in Non-GAPP operating income over the same period for the prior year. Specifically, the company reported service revenues of $19.2 million for the quarter, an increase of 16% compared to the same period in 2011. In addition, Non-GAAP operating income increased 26%, from $2 million to $2.6 million, over the same period the previous year. Moreover, BioClinica’s President and CEO Mark Weinstein, announcing the company’s third quarter results, concluded that “[o]ur backlog and strong proposal pipeline position us well for future growth.”

Given these facts, the firm is examining the board of directors’ decision to sell BioClinica now rather than allow shareholders to continue to participate in the company’s continued success and future growth prospects.

BioClinica shareholders have the option to file a class action lawsuit against the company to secure the best possible price for shareholders and the disclosure of material information so shareholders can vote on the transaction in an informed manner.

BioClinica shareholders who would like more information about their rights and potential remedies can complete the form below and we will contact you directly. You can also contact attorney Darnell R. Donahue at (800) 350-6003.

 

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