Continucare Corporation

Robbins Umeda LLP Is Investigating Continucare Corporation

Robbins Umeda LLP, a shareholder rights litigation firm, is interested in helping shareholders of Continucare Corporation (NYSE: CNU). The firm has commenced an investigation into possible breaches of fiduciary duty and other violations of state law by members of the board of directors of Continucare in connection with its efforts to sell the company to Metropolitan Health Networks, Inc. (NYSE AMEX: MDF).

On June 27, 2011, Continucare announced that it had entered into a definitive merger agreement with Metropolitan Health.  Pursuant to this agreement, Metropolitan Health will acquire all outstanding shares of Continucare in a cash and stock transaction, if the merger is closed.  Continucare shareholders will receive $6.25 per share in cash and 0.0414 of a share of Metropolitan Health common stock for each share of Continucare common stock they own, if the merger is closed.  The transaction is expected to close in the third quarter of 2011.

The investigation focuses on whether Continucare’s board is undertaking a fair process to obtain maximum value and adequately compensate its shareholders in light of the company’s recent positive financial results. On May 5, 2011, Continucare reported third quarter EPS results of $0.12, beating analyst estimates of $0.11, and well above the $0.09 reported for the same period last year.  Additionally, Continucare recently enjoyed its 16th consecutive quarter of year-over-year improvement.

In addition, our firm is investigating whether self-dealing and other employment guarantees played a part in the decision by Continucare’s board to enter into agreements with Metropolitan Health.  Upon closing, certain senior executives of Continucare are expected to receive new positions at Metropolitan Health.  For example, Gemma Rosello, Continucare’s current Executive Vice President of Operations, is slated to become the President of Continucare Corporation, a wholly-owned subsidiary of Metropolitan Health.

If you own stock in Continucare and would like more information about your shareholder rights, please complete the form below and we will contact you directly.  We also welcome you to call us at 800-350-6003.

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