Citizens Republic Bancorp, Inc.

Robbins Umeda LLP Announces an Investigation of Citizens Republic Bancorp, Inc.

Robbins Umeda LLP has commenced an investigation into possible breaches of fiduciary duty and other violations of the law by members of the board of directors of Citizens Republic Bancorp, Inc. (NASDAQ: CRBC) in connection with their efforts to sell the company to FirstMerit Corporation (NASDAQ: FMER). Concerned 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 Gregory E. Del Gaizo at (800) 350-6003.

On September 13, 2012, Citizens Bank and FirstMerit announced that they had entered into a definitive merger agreement under which Citizens Bank will be acquired by FirstMerit.  According to the terms of the deal, FirstMerit will acquire Citizens Bank through a stock-for-stock transaction with a total value of approximately $912 million based on FirstMerit’s average ten-day closing stock price ended September 12, 2012.  Citizens Bank shareholders will receive a fixed 1.37 shares of FirstMerit common stock in exchange for each share of Citizens Bank common stock.  Based on FirstMerit’s average ten-day closing stock price ended September 12, 2012, the implied value of a Citizens’ share is $22.50.  The acquisition has already been approved by the boards of directors of both companies.

Robbins Umeda LLP’s investigation focuses on whether the board of directors at Citizens Bank is undertaking a fair process to obtain maximum value and adequately compensate its shareholders, or seeking to benefit themselves.  Notably, FirstMerit will appoint two board members of Citizens Bank to its board of directors.  Further, On July 26, 2012, Citizens Bank reported financial results of a fifth consecutive quarterly profit and a second quarter of 2012 results with adjusted earnings per share of $0.500, which beat the consensus adjusted analyst estimates of $0.397 by 25.94%.  Citizens Bank’s net income attributable to common shareholders for the second quarter of 2012, of $297.1 million represented an increase of 1505.9% over net income attributable to common shareholders of $18.5 million during the second quarter of 2011. Given these financial results, Robbins Umeda LLP is examining the board of directors’ decision to sell Citizens Bank now rather than allow shareholders to continue to participate in the company’s continued success and future growth prospects.

Robbins Umeda LLP attorneys highlight that Citizens Bank shareholders have the option to file a class action lawsuit against the company to secure the best possible price for the company’s shareholders and the disclosure of material information to shareholders so they can vote on the transaction in an informed manner.

Robbins Umeda LLP is a nationally recognized leader in securities litigation and shareholder rights law.  The firm represents individual and institutional investors in shareholder derivative and securities class action lawsuits, and has helped its clients realize more than $1 billion of value for themselves and the companies in which they have invested.

 

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