MSC Software Corp. Investor Investigations over takeover

Shareholders Foundation, Inc., Mail@ShareholdersFoundation, www.ShareholdersFoundation.com

2009-07-08 17:38:44 - Investigations on behalf of certain current investors of MSC Software Corp. (Public, NASDAQ:MSCS) over possible breaches of fiduciary duty by the board of MSC Software announced– Contact the Shareholders Foundation, Inc. at mail@shareholdersfoundation.com

SAN DIEGO, CA (Shareholders Foundation) – Several investigations on behalf of current investors of MSC Software Corp. (Public, NASDAQ:MSCS), who purchased their shares before July 07, 2009, over possible breaches of fiduciary duty and other violations of state law by the board of directors of MSC Software Corp. were announced.

If you currently hold shares of MSC Software Corp. (Public, NASDAQ:MSCS) and purchased those shares before July 07, 2009, you have certain options and you should contact the Shareholders Foundation, Inc. at Email: mail(at)shareholdersfoundation.com or call us at: +1 (858) 779 - 1554. According to the investigations by law firms the investigations focuses on possible breaches of fiduciary duty by the MSC Software Corp. board of directors in connection with their attempt to sell MSC Software to Symphony Technology Group. On July 07, 2009 MSC.Software (Nasdaq: MSCS) announced that it has entered into a definitive agreement with affiliates of Symphony Technology Group under which a company controlled by Symphony Technology will acquire all of MSC Software's outstanding shares in a one-step cash merger transaction valued at approximately $360 million. Under the terms of the agreement, MSC Software's stockholders (NASDAQ:MSCS) will receive $7.63 in cash for each share of MSC common stock NASDAQ:MSCS. MSC Software announced that this price per share represents approximately a 13% premium to the closing price per share of MSC's stock (NASDAQ:MSCS) prior to this announcement and approximately a 24% premium compared to the 90 trading-day trailing closing average price per share.
But according to the investigation by one law firm the “deal appears to be unfair, “given the fact that in June 1, 2009, MSC Software shares (NASDAQ:MSCS ) were trading at the exact price now offered, throughout 2008, MSC Software (NASDAQ:MSCS) traded at significantly above the offer price and as recently as October 2008, was trading above $10.25 a share, substantially higher than the current offer. Another investigation “concerns whether the MSC.Software Board of Directors breached their fiduciary duties to MSC.Software shareholders given that (i) the Company's shares traded at $7.73 as recently as June 1, 2009 and over $10.70 per share in the fourth quarter of 2008; (ii) the Company has $149 million in cash (or $3.27 per share) with no debt and a book value in excess of $7.00 per share; and (iii) analysts set a median price target for MSC.Software stock at $8.75 per share with a high target of $10.00 per share.”
MSC.Software Corporation, located in Santa Ana, California, develops, markets, and supports simulation software and related services. Engineers use MSC’s simulation software to construct computer models of products, components, systems and assemblies and to simulate performance conditions, and to predict physical responses to certain variables, such as stress, motion, and temperature. Shares of MSC Software Corp. (Public, NASDAQ:MSCS) traded on July 07, 2009 after the announcement at $7.49 per share, down from a 52weekHigh of $13.89 per share and almost $16 per share in 2007. MSC Software Corp. reported Total Revenue of $246.65million in 2007 and Total Revenue of $254.39million in 2008.