DALLAS, Dec. 27, 2011 /PRNewswire/ -- Former United
States Securities and Exchange Commission attorney Willie Briscoe
and the securities litigation firm of Powers Taylor, LLP are
investigating the sale of CommerceFirst Bancorp, Inc.
("CommerceFirst" or "CMFB") (Nasdaq: CMFB) to Sandy Spring Bancorp,
Inc. for shareholders. Under the proposed acquisition,
CommerceFirst shareholders may elect to receive either: (i) a fixed
ratio of 0.8043 shares of Sandy
Spring stock or (ii) $13.60 in
cash for each share of CommerceFirst stock owned, based on an
aggregate acquisition combination of 50% stock and 50%
cash.
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If you are an affected investor, and you want to learn more
about the lawsuit or join the action, contact Patrick Powers at Powers Taylor, LLP, toll free
(877) 728-9607, via e-mail at patrick@powerstaylor.com, or
Willie Briscoe at The Briscoe Law
Firm, PLLC, (214) 706-9314, or via email at
WBriscoe@TheBriscoeLawFirm.com. There is no cost or fee to
you.
The definitive acquisition agreement involves a stock-and-cash
transaction valued at approximately $25.4
million. The transaction is expected to close in the
second quarter of 2012.
The investigation focuses on whether CommerceFirst shareholders
are receiving adequate compensation for their shares in the buyout,
whether the transaction undervalues CommerceFirst stock, and
whether CommerceFirst's board attempted to obtain the highest share
price prior to agreeing to the deal. More specifically, under
the definitive acquisition agreement, the aggregate merger
consideration will consist of $12.4
million cash and approximately 732,000 shares of
Sandy Spring common stock.
Thus, although CommerceFirst shareholders will be allowed to elect
to receive shares of Sandy Spring
stock or cash, proration procedures designed to accommodate an
overall 50% stock and 50% cash transaction at closing may affect
the type of compensation actually paid if a selected form of
compensation is over-elected. According to former SEC
attorney Willie Briscoe, "Due to the
uncertainty of the value and type compensation that will actually
be paid to CommerceFirst shareholders, and other factors, we are
concerned that the transaction undervalues CommerceFirst stock and
is not fair to the shareholders. Our investigation and
lawsuit will seek to obtain the highest share price for all
shareholders."
The Briscoe Law Firm, PLLC is a full service business litigation
and shareholder rights advocacy firm with more than 20 years of
experience in complex litigation and transactional matters.
Powers Taylor, LLP is a boutique litigation law firm that
handles a variety of complex business litigation matters, including
claims of investor and stockholder fraud, shareholder oppression,
shareholder derivative suits, and security class actions.
SOURCE Powers Taylor, LLP