BR&B Files Class Action Lawsuit Challenging the Acquisition of Checkpoint Systems, Inc. by CCL Industries, Inc.

3/10/2016 - Barrack, Rodos & Bacine announces that is has filed a class action lawsuit in the Court of Common Pleas for Philadelphia County on behalf of the public stockholders of Checkpoint Systems, Inc., against the company’s board of directors for breaches of fiduciary duty arising of the proposed sale of the company to CCL Industries, Inc.  The complaint alleges that the consideration offered to Checkpoint shareholders in connection with the proposed merger significantly undervalues Checkpoint.  Indeed, one of Checkpoint’s largest shareholders, North Star Partners LLC, sent the company a letter after the deal was announced stating their “extreme disappointment” in the terms of the sale and announcing that they would “not sit quietly and allow this transfer of value from public stockholders to CCL go unchallenged.”
 
The complaint also alleges that under the merger agreement, the Checkpoint board agreed to onerous deal protection devices that will deter alternative parties from making a higher bid for the company and force Checkpoint stockholders into approving the inadequate deal.  For example, the merger agreement bars the company from soliciting or encouraging competing bids, and orders it to cease any discussions or negotiations that it may have been holding with other potential bidders.  The merger agreement also included a provision requiring Checkpoint to pay $13 million to CCL in the event it opts to terminate the deal.

A copy of the complaint is available by clicking here.  For additional information about this class action, please contact Barrack Rodos & Bacine at (215) 963-0600, or via e-mail to Mark Rosen at mrosen@barrack.com or Julie B. Palley at jpalley@barrack.com.