The law firm of Milberg LLP announces that cases were filed in Delaware Court of Chancery and New York Supreme Court in Manhattan, challenging actions taken by the board of directors of J. Crew Group, Inc. (“J. Crew”) under state law. These cases were not filed by Milberg LLP.
The actions allege that the board of directors of J. Crew (NYSE: JCG) breached their fiduciary duties to shareholders by agreeing to a $3 billion buyout of J. Crew led by its former parent company and another private investment group. The $43.50 per share offered by private equity firms TPG Capital and Leonard Green & Partners is allegedly unfair to shareholders.
Shareholders are questioning the value of the going private deal because J. Crew’s common stock traded as high as $50 per share earlier this year and its business has done well since then. Under the deal, the Company’s CEO/Chairman, and others, will retain equity stakes in the new company. Public shareholders, however, will be cashed-out and will not have the opportunity to share in the upside of the business. Moreover, the merger agreement is structured in a way that would discourage other potential suitors from offering shareholders a better deal, according to the cases.