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| Protecting the Rights of Shareholders and Consumers |
ICT Group Inc. Securities Litigation
ICT Group Inc. (NasdaqGM: ICTG) shareholder litigation over alleged unfair takeover
On October 6, 2009, ICT Group Inc. (“ICTG” or the “Company”) announced that it agreed to sell the Company to Sykes Enterprises
Inc. (NasdaqGS: SYKE) ("Sykes"). Under the terms of the agreement, ICTG shareholders will receive $7.69 in cash and $7.69 in
Sykes stock for each share of ICTG common stock they own for a total transaction value of approximately $263 million.
The investigation concerns whether the ICTG Board of Directors breached their fiduciary duties to ICTG shareholders given that (i)
at least one analyst has set a $17.00 per share price target for ICTG stock; (ii) members of the ICTG Board will receive $15.38 in
cash for each restricted stock unit they hold; (iii) John J. Brennan, Donald Brennan and Eileen Brennan Oakley, who collectively
own 39 percent of ICTG stock, have agreed to vote their shares in favor of the transaction; and (iv) the Board agreed to a no-
solicitation provision and a $7,500,000 termination fee that will all but ensure that no superior offer will ever be forthcoming.
On October 6, 2009, ICT Group Inc. (“ICTG” or the “Company”) announced that it agreed to sell the Company to Sykes Enterprises
Inc. (NasdaqGS: SYKE) ("Sykes"). Under the terms of the agreement, ICTG shareholders will receive $7.69 in cash and $7.69 in
Sykes stock for each share of ICTG common stock they own for a total transaction value of approximately $263 million.
The investigation concerns whether the ICTG Board of Directors breached their fiduciary duties to ICTG shareholders given that (i)
at least one analyst has set a $17.00 per share price target for ICTG stock; (ii) members of the ICTG Board will receive $15.38 in
cash for each restricted stock unit they hold; (iii) John J. Brennan, Donald Brennan and Eileen Brennan Oakley, who collectively
own 39 percent of ICTG stock, have agreed to vote their shares in favor of the transaction; and (iv) the Board agreed to a no-
solicitation provision and a $7,500,000 termination fee that will all but ensure that no superior offer will ever be forthcoming.
