FEI Company

Robbins Arroyo LLP: Acquisition of FEI Company (FEIC) by Thermo Fisher Scientific Inc. (TMO) May Not Be in Shareholders’ Best Interests

Robbins Arroyo LLP is investigating the proposed acquisition of FEI Company (NASDAQ: FEIC) by Thermo Fisher Scientific Inc. (NYSE: TMO). On May 27, 2016, the two companies announced the signing of a definitive merger agreement pursuant to which Thermo Fisher will acquire FEI Company. Under the terms of the agreement, FEI Company shareholders will receive $107.50 for each share of FEI Company common stock.

Is the Proposed Acquisition Best for FEI Company and Its Shareholders?

Robbins Arroyo LLP’s investigation focuses on whether the board of directors at FEI Company is undertaking a fair process to obtain maximum value and adequately compensate its shareholders.

As an initial matter, the $107.50 merger consideration represents a premium of only 13.70% based on FEI Company’s closing price on May 26, 2016. This premium is significantly below the average one day premium of nearly 52.47% for comparable transactions within the past year. Additionally, in the last three years FEI Company traded as high as $111.57 on March 5, 2014.

On May 4, 2016, FEI Company reported strong earnings results for its first quarter 2016. FEI Company reported revenue of $229 million for the three months ended April 3, 2016, an increase of 3.5% from the same period of the prior year. FEI Company also reported record backlog orders of $656 million for the three months ended April 3, 2016, a 22% increase from the same period of the prior year. Additionally FEI Company has beaten analyst estimates for adjusted net income and adjusted earnings per share for the past four quarters, and has beat analyst estimates for revenue in three of the past four quarters. In commenting on these results, FEI Company Chief Executive Officer Don Kania remarked, “We had a solid start to 2016. Our Science Group drove record first quarter orders, underpinned by robust cryo-EM activity as new customer enthusiasm for our structural biology solutions continues to build. Our record backlog positions us for accelerated revenue and profitability growth as 2016 progresses. In the semiconductor market, we expect a healthier spending environment in the second quarter and the back half of the year.”

In light of these facts, Robbins Arroyo LLP is examining FEI Company’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.

FEI Company 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.

FEI Company 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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