The Globe and Mail

Go to the Globe and Mail homepage

Jump to main navigationJump to main content

Press release from Business Wire

Shareholder Rights Law Firm Johnson & Weaver, LLP Announces Investigation of Fairness of Citizens Republic Bancorp Merger with FirstMerit Corporation

Friday, September 14, 2012

Shareholder Rights Law Firm Johnson & Weaver, LLP Announces Investigation of Fairness of Citizens Republic Bancorp Merger with FirstMerit Corporation09:00 EDT Friday, September 14, 2012 SAN DIEGO (Business Wire) -- Shareholder Rights Law Firm Johnson & Weaver, LLP is investigating whether members of the board of directors of Citizens Republic Bancorp (CRBC) breached their fiduciary duties in connection with the recently announced merger with FirstMerit Corporation (FMER). On September 13, 2012, CRBC announced that it will be acquired by FMER in a stock-for-stock merger. Under the terms of the deal as announced, CRBC will be merged into FMER and each share of CRBC will be exchanged for 1.37 shares of FMER. At the time of the announcement, based on the previous closing prices of each company's shares, this valued each share of CRBC at approximately $22.50. However, the share price of FMER dropped by over 10% immediately following the announcement, drastically reducing the value of the merger to CRBC shareholders. “This merger, as it was announced, may not be in the best interests of the company's shareholders,” said Frank Johnson of Johnson & Weaver, LLP. Johnson added that “CRBC shares have demonstrated a steady improvement in value, trending clearly upward over the last year. To exchange that kind of price performance for shares in FirstMerit, which has been highly variable and may suffer from dilutive impacts of the acquisition, may seriously undervalue the deal for Citizens' shareholders.” As a condition of the merger, two of CRBC's directors will be made directors of FMER. The law firm's investigation focuses on whether the process employed and the price agreed to are fair to CRBC shareholders. “In light of the positive recent financial performance of Citizens, and the company's potential target price, which is well above the purchase price, there are questions about this deal that should be answered,” said Johnson. He has offered to discuss this matter with any CRBC shareholders who are concerned about their legal rights and remedies, as well as others who may have information about the above. Johnson & Weaver, LLP is a nationally recognized shareholders' rights law firm. The firm represents individual and institutional investors in shareholder derivative and securities class action lawsuits. For more information about the firm and its attorneys, please visit http://www.johnsonandweaver.com. Johnson & Weaver, LLP619-230-0063Frank Johnsonfrankj@johnsonandweaver.comBrett Weaverbrettw@johnsonandweaver.comDavid Elliotdavide@johnsonandweaver.com