Robbins Arroyo LLP: Acquisition of CLARCOR Inc. (CLC) by Parker-Hannifin Corp. (PH) May Not Be in Shareholders' Best Interests
December 01 2016 - 4:12PM
Business Wire
Shareholder rights attorneys at Robbins Arroyo LLP are
investigating the proposed acquisition of CLARCOR Inc. (NYSE: CLC)
by Parker-Hannifin Corporation (NYSE: PH). On December 1, 2016, the
two companies announced the signing of a definitive merger
agreement pursuant to which Parker-Hannifin will acquire CLARCOR.
Under the terms of the agreement, CLARCOR shareholders will receive
$83.00 for each share of CLARCOR common stock.
View this information on the law firm's Shareholder Rights Blog:
www.robbinsarroyo.com/shareholders-rights-blog/clarcor-inc
Is the Proposed Acquisition Best for CLARCOR and Its
Shareholders?
Robbins Arroyo LLP's investigation focuses on whether the board
of directors at CLARCOR is undertaking a fair process to obtain
maximum value and adequately compensate its shareholders.
As an initial matter, the $83.00 merger consideration represents
a premium of only 24.30% based on CLARCOR's 30 day average closing
price for the period ending on November 30, 2016. This premium is
significantly below the average one month premium of nearly 42.17%
for comparable transactions within the past five years.
On September 14, 2016, CLARCOR reported strong earnings results
for its third quarter 2016. CLARCOR reported adjusted diluted
earnings per share of $0.73 for the three months ended August 27,
2016, a 10.61% increase from the same period of the prior year.
Additionally, CLARCOR has beaten analyst estimates for adjusted net
income and adjusted earnings per share for the past four
consecutive quarters. In commenting on these results, CLARCOR
President, Chief Executive Officer, and Chairman of the board of
directors Chris Conway remarked, "Our third quarter was highlighted
by several significant strategic advancements including our entry
into a long-term contract with GE in respect of its H-class gas
turbine platform, our release of the Channel Flow
EXO™ heavy-duty engine air filtration product line and
strategic investments occurring in connection with our second
quarter acquisition of filtration media technology company FibeRio.
Each of these strategic advancements is indicative of our continued
efforts to establish CLARCOR as an industry leader in innovative
filtration technology development.… In addition to this focus on
long-term strategic growth, we have continued to focus on operating
execution as illustrated by our third quarter financial
results."
In light of these facts, Robbins Arroyo LLP is examining
CLARCOR's board of directors' decision to sell the company now
rather than allow shareholders to continue to participate in the
company's continued success and future growth prospects.
CLARCOR shareholders have the option to file a class action
lawsuit to ensure the board of directors obtains the best possible
price for shareholders and the disclosure of material information.
CLARCOR shareholders interested in information about their rights
and potential remedies can contact attorney Darnell R. Donahue at
(800) 350-6003, ddonahue@robbinsarroyo.com, or via the shareholder
information form on the firm's website.
Robbins Arroyo LLP is a nationally recognized leader in
securities litigation and shareholder rights law. The law firm
represents individual and institutional investors in shareholder
derivative and securities class action lawsuits, and has helped its
clients realize more than $1 billion of value for themselves and
the companies in which they have invested.
Attorney Advertising. Past results do not guarantee a similar
outcome.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20161201006430/en/
Robbins Arroyo LLPDarnell R. Donahue(619) 525-3990 or Toll Free
(800) 350-6003ddonahue@robbinsarroyo.comwww.robbinsarroyo.com
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