Novellus Systems, Inc. : Robbins Umeda LLP Announces an Investigation of Novellus Systems, Inc.
12/15/2011| 06:30pm US/Eastern
Shareholder rights firm Robbins
Umeda LLP has commenced an investigation into possible breaches of
fiduciary duty and other violations of state law by members of the board
of directors of Novellus Systems, Inc. (NASDAQ: NVLS) in connection with
their efforts to sell the company to Lam Research Corporation (NASDAQ:
LRCX). Concerned shareholders who would like more information about
their rights and potential remedies can contact attorney Gregory E. Del
Gaizo at (800) 350-6003, or via the shareholder
information form on the firm's website.
On December 14, 2011, Lam Research announced that it had entered into a
definitive merger agreement pursuant to which it will acquire all
outstanding shares of Novellus in an all-stock transaction. According to
the terms of the agreement, Novellus stockholders will receive 1.125
shares of Lam Research common stock for each share of Novellus that they
own. Based on the closing price of Lam Research's stock on December 14,
2011, the transaction values Novellus at $44.42 per share. The
transaction is expected to close in the second calendar quarter of 2012.
Umeda LLP's investigation focuses on whether Novellus' board is
undertaking a fair process to obtain maximum value and adequately
compensate shareholders in light of the company's recent positive
financial results. On October 26, 2011, the company reported better than
expected financial results for that third-quarter of fiscal year 2011
that beat analyst projections. Novellus reported adjusted earnings per
share (EPS) of $0.71 for the quarter, beating analyst estimates of an
adjusted EPS of only $0.68 for the same period.
Robbins Umeda is also investigating whether self-dealing and other
employment guarantees played a part in the decision by the board to
enter into the merger agreement. According to the press release issued
on December 14, 2011, Timothy Archer, chief operating officer of
Novellus, will become chief operating officer of the combined company.
Additionally, the board of directors of Lam Research will add four new
directors jointly nominated by Lam Research and Novellus.
Robbins Umeda LLP is a nationally recognized leader in securities
litigation and shareholder rights law. The firm represents individual
and institutional investors in shareholder derivative and securities
class action lawsuits, and has helped its clients realize more than $1
billion of value for themselves and the companies in which they have
invested. For more information, please go to http://www.robbinsumeda.com.
Press release link: http://www.robbinsumeda.com/shareholders-rights-blog/novellus-systems-inc/
Attorney Advertising. Past results do not guarantee a similar outcome.
Robbins Umeda LLP
Gregory E. Del Gaizo
525-3990 or Toll Free (800) 350-6003
© Business Wire 2011