Robbins Arroyo LLP: Acquisition of ExamWorks Group, Inc. (EXAM) by Leonard Green & Partners, L.P. May Not Be in Shareholders’ Best Interests
Robbins Arroyo LLP is investigating the proposed acquisition of ExamWorks Group, Inc. (NYSE: EXAM) by Leonard Green & Partners, L.P. On April 27, 2016, the two companies announced the signing of a definitive merger agreement pursuant to which Leonard Green & Partners will acquire ExamWorks Group. Under the terms of the agreement, ExamWorks Group shareholders will receive $35.05 for each share of ExamWorks Group common stock.
Is the Proposed Acquisition Best for ExamWorks Group and Its Shareholders?
Robbins Arroyo LLP’s investigation focuses on whether the board of directors at ExamWorks Group is undertaking a fair process to obtain maximum value and adequately compensate its shareholders.
As an initial matter, the $35.05 merger consideration represents a premium of only 4.40% based on ExamWorks Group’s closing price on April 26, 2016. This premium is significantly below the average one week premium of nearly 111.79% for comparable transactions within the past year. In the last three years, ExamWorks Group traded as high as $44.33 on April 29, 2015, and most recently traded above the merger consideration – at $35.24 – on September 2, 2015.
On February 23, 2016, ExamWorks Group reported strong earnings results for its fourth quarter 2015. ExamWorks Group reported revenue of $208.5 million for the three months ended December 31, 2015, a 3.2% increase from the same period of the prior year. ExamWorks Group also reported net income of $4.28 million for the three months ended December 31, 2015, an increase of 11.4% from the same period of the prior year. Additionally, ExamWorks Group has beaten analyst estimates for adjusted earnings per share and adjusted net income for three of the past four quarters, and revenue for the past four quarters. In commenting on these results, ExamWorks Group Executive Chairman Richard E. Perlman remarked, “2015 was another year of significant accomplishments for ExamWorks in which we continued to demonstrate the stability, consistency and capacity for growth of our business even in the face of challenges. We enter 2016 better positioned than ever and confident on the company’s ability to deliver solid results well into the future.”
In light of these facts, Robbins Arroyo LLP is examining ExamWorks Group’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.
ExamWorks Group 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.
ExamWorks Group 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.
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