NEW YORK, July 16, 2014 (GLOBE NEWSWIRE) -- The fairness of the proposed acquisition of Franklin Financial Corporation ("FRNK" or the "Company") by TowneBank ("TOWN") is the subject of an examination by WeissLaw LLP, a national class action, shareholder rights law firm. The examination is focusing on possible breaches of fiduciary duty and other violations of law by the Board of Directors of FRNK for agreeing to sell the Company to TOWN. On July 15, 2014, the companies jointly announced they had reached a definitive agreement for TOWN to acquire all outstanding shares of FRNK for an estimated $275 million. Under the terms of the agreement, FRNK shareholders will receive 1.40 shares of TOWN common stock for each share of FRNK they hold, implying a deal value of $23.04 per share based on TOWN stock's July 14, 2014 closing price of $21.90.
WeissLaw LLP is investigating whether FRNK's Board adequately shopped the Company prior to entering into the agreement with TOWN and whether TOWN is underpaying for FRNK shares. Notably, prior to the announcement of the deal, at least one analyst set a price target for FRNK stock at $24.00 per share – nearly $1.00 above the price offered by TOWN under the merger agreement. In addition, the Company recently announced positive financial results. On May 6, 2014, FRNK reported net income of $4.4 million for the second quarter ended March 31, 2014, compared to $2.7 million in net income for the same quarter of the previous year.
Given these facts, WeissLaw is investigating the Board of Directors' decision to sell FRNK and whether FRNK shareholders will obtain their fair proportionate share of the Company's continued success and future growth prospects. If you own FRNK shares and would like more information about your rights or our investigation, please contact Joshua Rubin or Kelly Keenan either by telephone at (888) 593-4771 or by email at stockinfo@weisslawllp.com .
The firm is also in the process of investigations on behalf of shareholders of Rockwood Holdings, Inc., AmREIT, Inc., URS Corporation, Medical Action Industries Inc., PLX Technologies, Integrys Energy Group, and Measurement Specialties, Inc.
WeissLaw LLP has litigated hundreds of stockholder class and derivative actions for violations of corporate and fiduciary duties. We have recovered over a billion dollars for defrauded clients and obtained important corporate governance relief in many of these cases. If you have information or would like legal advice concerning possible corporate wrongdoing (including insider trading, waste of corporate assets, accounting fraud, or materially misleading information), consumer fraud (including false advertising, defective products, or other deceptive business practices), or anti-trust violations, please email us at stockinfo@weisslawllp.com or fill out the form on our website, http://www.weisslawllp.com/contact/report_fraud/ .
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WeissLaw LLP Joshua Rubin Kelly Keenan 1500 Broadway, 16th Floor New York, NY 10036 T: 212.682.3025 F: 212.682.3010 www.weisslawllp.com
