YONG SHAREHOLDER ALERT: Wohl & Fruchter Investigating the Acquisition of
Yongye International, Inc. by Full Alliance International Limited
NEW YORK -- September 24, 2013
The law firm of Wohl & Fruchter LLP is investigating the proposed acquisition
of Yongye International, Inc. (Yongye) (Nasdaq:YONG) by Full Alliance
International Limited (Full Alliance).
On September 23, 2013, Yongye announced that, upon the recommendation of a
special committee, its board of directors (Board) approved an agreement
(Agreement) to be acquired by Full Alliance for $6.69 per share in cash.
The buyout price under the Agreement is a mere 1.4% increase over the $6.60
per share in cash offered in October 2012 by a group that included Full
Alliance and Wu.
Under the Agreement, the Company’s CEO, Zishen Wu, will provide $12 million in
cash equity financing. Additionally, under a separate voting agreement entered
into simultaneously with the Agreement, a group (Voting Group), including Full
Alliance and Wu, that currently holds approximately 33.1% of the Company’s
shares, has agreed to vote all of their common and preferred shares in favor
of the transaction and against any other acquisition proposal with respect to
the Company. Under the Agreement, the members of the Voting Group will not
receive cash for their shares, but instead are contributing their shares to a
wholly-owned subsidiary of Full Alliance.
According to the Company’s latest Form 10-Q, filed on August 9, 2013, the
Company had over $254 million, or $5 per share, in cash as of June 30, 2013,
and only approximately $94 million in outstanding loans. Additionally, the
Company reported outstanding second quarter results under which revenue jumped
69.6% to $301.3 million, while net income more than doubled, increasing 110%
to $86.4 million, or $1.50 per share, after adjustments. The CEO said the
company's "effective channel management and successful promotional activities"
helped boost sales, and reaffirmed full-year revenue guidance, based on
shipments, of $650 million - $680 million.
Wohl & Fruchter’s investigation concerns whether the Agreement was motivated
by conflicts of interest, and whether Board breached their fiduciary duties to
stockholders by agreeing to sell the Company for an inadequate price, and
failing to adequately shop the Company before agreeing to enter into the
transaction with Full Alliance.
Additional information is available athttp://www.wohlfruchter.com/cases/yong.
Persons with relevant information, and YONG shareholders with questions about
this investigation, are invited to contact our Firm by calling 866.833.6245,
or contacting the attorney below.
About Wohl & Fruchter
Wohl & Fruchter LLP represents plaintiffs in litigation arising from fraud and
other fiduciary breaches by corporate managers, as well as other complex
litigation matters. Please visit our website, www.wohlfruchter.com, to learn
more about our Firm, or contact one of our partners.
This release may be deemed to constitute attorney advertising.
Wohl & Fruchter LLP
J. Elazar Fruchter
845-425-4658 or 866-833-6245
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