June 29, 2015
Bernstein Liebhard LLP is investigating whether the Board of Directors of Martha Stewart Living Omnimedia, Inc. (“Martha Stewart” or the “Company”) (NYSE:MSO) breached its fiduciary duty to its shareholders in agreeing to sell Martha Stewart to Sequential Brands Group, Inc. (“Sequential”).
Under the terms of the merger agreement, each of Sequential and Martha Stewart will merge with and into subsidiaries of a newly formed public holding company (“TopCo”). Pursuant to the terms of the merger agreement, each share of Sequential common stock will be converted into one share of TopCo common stock. Martha Stewart stockholders will be entitled to elect to receive either (a) $6.15 in cash or (b) a number of shares of TopCo common stock equal to $6.15 divided by the volume weighted average price of Sequential common stock during the five-day period ending on the trading day immediately prior to closing, for each share of Martha Stewart common stock held.
The investigation is focused on the potential unfairness of the price to Martha Stewart shareholders and the process by which the Martha Stewart Board of Directors considered and approved the transaction.
Bernstein Liebhard LLP has pursued hundreds of securities, consumer and shareholder rights cases and recovered over $3 billion for its clients. The National Law Journal has recognized Bernstein Liebhard for twelve consecutive years as one of the top plaintiffs’ firms in the country.