Robbins Arroyo LLP: Acquisition of Audience, Inc. (ADNC) by Knowles Corporation (KN) May Not Be in Shareholders’ Best Interests
Robbins Arroyo LLP is investigating the proposed acquisition of Audience, Inc. (NASDAQ: ADNC) by Knowles Corporation (NYSE: KN). On April 30, 2015, the two companies announced the signing of a definitive merger agreement pursuant to which Knowles will acquire Audience. Under the terms of the agreement, Audience shareholders will receive the equivalent of $5.00 for each share of Audience common stock.
Is the Proposed Acquisition Best for Audience and Its Shareholders?
Robbins Arroyo LLP’s investigation focuses on whether the board of directors at Audience is undertaking a fair process to obtain maximum value and adequately compensate its shareholders.
As an initial matter, the $5.00 merger consideration represents a discount of -8.9% based on Audience’s closing price on April 29, 2015. This consideration is significantly below the average one-day premium of nearly 44.2% for comparable transactions within the past three years. Further, the $5.00 merger consideration is below the target price of $10.00 set by an analyst at JP Morgan on February 6, 2015.
In the last three years, Audience has traded as high as $23.41 on June 15, 2012. Audience last traded above the offer price – at $5.65 – on April 29, 2015.
In light of these facts, Robbins Arroyo LLP is examining Audience’s board of directors’ decision to sell the company now rather than allow shareholders to continue to participate in the company’s continued success and future growth prospects.
Audience shareholders have the option to file a class action lawsuit to ensure the board of directors obtains the best possible price for shareholders and the disclosure of material information.
Audience shareholders interested in information about their rights and potential remedies can contact attorney Darnell R. Donahue at (800) 350-6003, or you can complete the form below and we will contact you directly.