BALA CYNWYD, Pa., Sept. 9, 2009 (GLOBE NEWSWIRE) -- Law office of Brodsky & Smith, LLC announces that it is investigating potential claims against the Board of Directors of Candela Corp. ("Candela" or the "Company") (Nasdaq:CLZR) related to the proposed merger with Syneron Medical, Ltd. ("Syneron") (Nasdaq:ELOS). In an all stock deal, Syneron has offered Candela shareholders 0.2911 shares of Syneron stock for each share of Candela common stock owned. Based upon the closing stock price of Syneron common stock on September 8, 2009, this represents $2.84 per share, or a total consideration of approximately $65 million.
The deal appears to be unfair, in part, because the merger agreement contains a "no-shop" covenant which prohibits, except in certain exceptions, the directors from soliciting any alternative acquisition proposals. The merger agreement contains a termination fee payable by Candela to Syneron of $2.6 million. Moreover, concurrently with the merger agreement each Candela director entered into voting agreement that requires each director to vote their Candela common stock in favor of the merger and against any opposing proposal.
If you are a Candela shareholder and wish to discuss the legal ramifications of the proposed acquisition by Syneron, you may e-mail or call the law office of Brodsky & Smith, LLC who will, without obligation or cost to you, attempt to answer your questions. You may contact Jason L. Brodsky, Esquire or Marc L. Ackerman, Esquire at Brodsky & Smith, LLC, Two Bala Plaza, Suite 602, Bala Cynwyd, PA 19004, by e-mail at clients@brodsky-smith.com, or by calling toll free 877-LEGAL-90.