Finkelstein Thompson LLP is investigating potential claims on behalf of shareholders of American Surgical Holdings, Inc. (“American Surgical” or the “Company”) (OTCBB:ASRG) concerning entry into an agreement to be acquired and taken private by AH Holdings Inc. (“AH Holdings”), an affiliate of Great Point Partners, I LP. Under the terms of the proposed agreement, AH Holdings will acquire all of the outstanding common shares of American Surgical for $2.87 per share in cash in a transaction valued at approximately $33 million. In addition, at the close of the transaction, American Surgical stockholders will receive (a) additional per share merger consideration consisting of a final cash dividend, if any, payable by the Company and computed in accordance with the merger agreement and (b) an ownership interest in CMC Associates, LLC, a subsidiary of the Company, which will be the beneficial owner of certain pending litigation and litigation rights.
The investigation is focused on the potential unfairness of the deal price to American Surgical shareholders, the process by which American Surgical directors considered the transaction, and potential conflicts of interests on the part of American Surgical board members. Insiders owning over 60% of the issued and outstanding common stock of the Company have already entered into an agreement to vote in favor of the merger, and will receive 1,492 shares of Preferred A stock in AH Holdings, Inc. in exchange for their American Surgical shares when the transaction is consummated – thus placing them in substantially different circumstances than the public shareholders.
If you are interested in discussing your rights as an American Surgical shareholder, or have information relating to this investigation, please contact Finkelstein Thompson's Washington, DC offices at (877) 337-1050 or by email at firstname.lastname@example.org.
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Donald Enright, 202-337-8000