Robbins LLP: Acquisition of National Penn Bancshares, Inc. (NPBC) by BB&T Corporation (BBT) May Not Be in Shareholders’ Best Interests
Robbins LLP is investigating the proposed acquisition of National Penn Bancshares, Inc. (NASDAQ: NPBC) by BB&T Corp (NYSE: BBT). On August 17, 2015, the two companies announced the signing of a definitive merger agreement pursuant to which BB&T will acquire National Penn. Under the terms of the agreement, National Penn shareholders can elect to receive either $13.00 in cash or 0.3206 shares of BB&T common stock for each share of National Penn they own.
Is the Proposed Acquisition Best for National Penn and Its Shareholders?
Robbins LLP’s investigation focuses on whether the board of directors at National Penn is undertaking a fair process to obtain maximum value and adequately compensate its shareholders.
As an initial matter, the $13.00 merger consideration represents a premium of only 18.2% based on National Penn’s closing price on July 17, 2015. This premium is significantly below the average one-month premium of nearly 34.1% for comparable transactions within the past five years.
On July 23, 2015, National Penn reported strong earnings results for its second quarter 2015. Net income for the quarter was $27.2 million, an increase of 3.8% over the second quarter of 2014. Additionally, National Penn beat consensus analyst estimates for adjusted net income and sales in three of its last four quarters. In commenting on these results, National Penn President and Chief Executive Officer Scott V. Fainor remarked, “We are pleased with the consistency of our operating performance in this continued low interest rate environment. The strength of our balance sheet continues to position us well to manage capital and to create long-term shareholder value.”
In light of these facts, Robbins LLP is examining National Penn’s 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.
National Penn 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.
National Penn 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.