Acquisition of MICROS Systems, Inc. by Oracle Corporation May Not Be in Shareholders' Best Interests

Robbins LLP is investigating the proposed acquisition of MICROS Systems, Inc. (NASDAQ: MCRS) by Oracle Corporation (NYSE: ORCL). On June 23, 2014, the two companies announced the signing of a definitive merger agreement pursuant to which MICROS shareholders will receive $68.00 in cash for each share of common stock owned.

Is the Proposed Acquisition Best for MICROS Systems and Its Shareholders?

Robbins LLP's investigation focuses on whether the board of directors at MICROS Systems is undertaking a fair process to obtain maximum value and adequately compensate MICROS Systems shareholders.

As an initial matter, the $68.00 merger consideration represents a premium of just 20.8% based on MICROS Systems' average closing price for the last twenty-one trading days. This premium is significantly below the average twenty-one trading day premium of nearly 33% for comparable transactions in the past three years. Further, on May 1, 2014, the MICROS Systems released the company's financial results for its fiscal 2014 third quarter, reporting strong growth in revenue, net income, and EPS. Specifically, the company reported revenue of $349 million, an increase of 10.7% over the same period 2013. In addition, the company's GAAP net income increased by 13.6% year over year and its GAAP diluted EPS grew to 0.11 per share, or 20%. In announcing these results, MICROS Systems' President and CEO, Peter A. Altabef, commented, "We are pleased with the strong revenue growth and profit performance this quarter. We are encouraged by an improved demand environment for our solutions from current and new clients."

In light of these facts, Robbins LLP is examining MICROS Systems' 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.

MICROS Systems 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.

MICROS 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.