Robbins Umeda LLP Announces an Investigation of American Realty Capital Trust, Inc.
Robbins Umeda LLP has commenced an investigation into possible breaches of fiduciary duty and other violations of the law by members of the board of directors of American Realty Capital Trust, Inc. (NASDAQ: ARCT) in connection with their efforts to sell the company to Realty Income Corporation. Concerned shareholders who would like more information about their rights and potential remedies can complete the form below and we will contact you directly. You can also contact attorney Gregory E. Del Gaizo at (800) 350-6003.
On September 6, 2012, American Realty announced that it had entered into a definitive merger agreement to be acquired by Realty Income. According to the terms of the deal, Realty Income will acquire all of the outstanding shares of American Realty in a transaction valued at $2.95 billion. Pursuant to the agreement, American Realty shareholders will receive a fixed exchange ratio of 0.2874 Realty Income shares for each share of American Realty common stock held. Based on Realty Income’s closing stock price of $42.48 on September 5, 2012, this consideration would be equivalent to $12.21 per share. The transaction is expected to close in the fourth quarter of 2012 or early in the first quarter of 2013.
Robbins Umeda LLP’s investigation focuses on whether the board of directors at American Realty is undertaking a fair process to obtain maximum value and adequately compensate its shareholders. Notably, the proposed deal represents a premium of only 2.1% based on the American Realty closing price of $11.96 on September 5, 2012. In contrast, according to Capital IQ, the average premium over the past five years in the REIT sector was over 38%. Further, on July 31, 2012, American Realty reported financial results for the second quarter of 2012 that represented a substantial increase over 2011 figures. Specifically, American Realty reported a 55.5% increase in revenue for the second quarter of 2012 over the same quarter in 2011. In addition, at least two leading market analysts have released target prices for American Realty that value the company’s stock at $13.00 per share, higher than the value currently being offered by Realty Income as part of the proposed transaction.
Robbins Umeda LLP attorneys highlight that American Realty shareholders have the option to file a class action lawsuit against the company to secure the best possible price for the company’s shareholders and the disclosure of material information to shareholders so they can vote on the transaction in an informed manner.
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.