MILWAUKEE, Aug. 26, 2013 (GLOBE NEWSWIRE) -- We are investigating the Board of Directors of TMS for possible breaches of fiduciary duty and other violations of state law in connection with the sale of TMS to Pritzker.
Click here to learn how to join the action: http://www.ademilaw.com/case/tms or call Guri Ademi toll-free at 866-264-3995. There is no cost or obligation to you.
TMS's long-term financial outlook is very positive and yet TMS shareholders will receive only $17.50 per share. Pritzker is well aware of TMS's improving financial metrics and is purchasing TMS at a substantial discount. The merger agreement unreasonably limits prospective bids for TMS by (i) prohibiting solicitation of any further bids, and (ii) imposing a termination penalty should TMS receive and accept a superior bid. TMS insiders, their affiliates and other majority shareholders own significant voting units of TMS, and will receive millions of dollars as part of change of control arrangements, and therefore can unduly influence a sale of TMS not necessarily in the best interests of non-insider shareholders. In light of these facts, our investigation centers on the conduct of TMS's Board of Directors, who have unanimously approved the transaction, and whether they are (i) fulfilling their fiduciary duties to all shareholders, and (ii) obtaining a fair and reasonable price for TMS given its current financial condition and prospects.
If you own shares of TMS and wish to obtain additional information, please contact Guri Ademi either at gademi@ademilaw.com or toll-free: 866-264-3995, http://www.ademilaw.com/case/tms.
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