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Jones Soda Co. Securities Litigation
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Jones Soda Co. (NasdaqCM: JSDA) shareholder litigation in connection
with alleged unfair takeover offer
On March 9, 2010, Jones Soda Co. (“Jones Soda” or the “Company”)
announced that it agreed to sell the Company to Reeds, Inc. ("Reeds")
(NasdaqCM: REED). Under the terms of the transaction, Jones Soda
shareholders will receive $0.10 in cash for each Jones Soda share they
own plus 4.5 million shares of Reeds stock, in the aggregate. The offer
values Jones Soda's stock at $0.37 per share, based on the closing price
for Reed's shares the day before the announcement, for a total transaction
value of approximately $9.7 million.
The investigation concerns whether the Jones Soda Board of Directors
breached their fiduciary duties to Jones Soda shareholders given that (i)
Jones Soda stock traded as high as $0.85 per share as recently as
February 25, 2010; (ii) the Company has a book value in excess of $0.547
per share; and (iii) at least one analyst set a price target for Jones Soda
stock at $1.50 per share.