Tollgrade Communications Inc.
Robbins Umeda LLP Is Investigating Tollgrade Communications, Inc. Acquisition for Shareholders
Robbins Umeda LLP, a shareholder rights litigation firm, is investigating possible breaches of fiduciary duty and other violations of state law by members of the board of directors of Tollgrade Communications, Inc. (Nasdaq:TLGD) in connection with their efforts to sell the company to an affiliate of Golden Gate Capital.
On February 22, 2011, Tollgrade and Golden Gate announced a definitive merger agreement under which under which Tollgrade will be acquired by an affiliate of Golden Gate Capital. Under the terms of the current agreement, Tollgrade shareholders will receive $10.10 per share in cash for each share of Tollgrade common stock. The merger is expected to close in the second quarter of 2011.
The investigation seeks to determine whether Tollgrade’s board of directors undertook a fair process to obtain maximum value for its shareholders in light of the company’s strong prospects. Specifically, on October 28, 2010, Tollgrade reported its highest quarterly profit in nearly a decade. It reported third quarter 2010 revenues of $11.1 million and net income of $2.5 million, which is an increase of greater than 100% from the second quarter of 2010. Further, on February 16 and 17, 2011, Tollgrade traded as high as $10.20 in intraday trading, greater than the consideration specified in the merger announcement.