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| Protecting the Rights of Shareholders and Consumers |
Osteotech, Inc. Securities Litigation
Copyright ©2009 Levi & Korsinsky, LLP
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Osteotech, Inc. (Nasdaq: OSTE) shareholder litigation in connection with alleged
unfair takeover offer
On August 17, 2010, Osteotech, Inc. (“Osteotech” or the “Company”) announced that it
had agreed to sell the Company to Medtronic, Inc. (“Medtronic”) (NYSE:MDT) for $6.50
per share in cash. The total value of the transaction is expected to be approximately
$123 million.
The investigation concerns whether the Osteotech’s Board of Directors breached their
fiduciary duties to stockholders by failing to adequately shop the Company before
entering into this transaction and whether Medtronic is underpaying for Osteotech
shares, thus unlawfully harming Osteotech’s stockholders. In particular, the
Company is in the wake of a potential proxy fight with a dissident shareholder who
owns 23% of Osteotech’s common stock, citing the Company's recent beaten-down
stock and erosion of the Company's results due to the Company’s inept Board. The
proposed transaction is opportunistic in that Medtronic is proposing to acquire the
Company at a time when the Company is experiencing a temporary decline. The
investigation also focuses on whether Osteotech’s Board agreed to this transaction
as a defensive measure in connection with the potential proxy fight.
unfair takeover offer
On August 17, 2010, Osteotech, Inc. (“Osteotech” or the “Company”) announced that it
had agreed to sell the Company to Medtronic, Inc. (“Medtronic”) (NYSE:MDT) for $6.50
per share in cash. The total value of the transaction is expected to be approximately
$123 million.
The investigation concerns whether the Osteotech’s Board of Directors breached their
fiduciary duties to stockholders by failing to adequately shop the Company before
entering into this transaction and whether Medtronic is underpaying for Osteotech
shares, thus unlawfully harming Osteotech’s stockholders. In particular, the
Company is in the wake of a potential proxy fight with a dissident shareholder who
owns 23% of Osteotech’s common stock, citing the Company's recent beaten-down
stock and erosion of the Company's results due to the Company’s inept Board. The
proposed transaction is opportunistic in that Medtronic is proposing to acquire the
Company at a time when the Company is experiencing a temporary decline. The
investigation also focuses on whether Osteotech’s Board agreed to this transaction
as a defensive measure in connection with the potential proxy fight.
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