CreXus Shouldn’t Have Rejected Starwood Offer, Investor Claims

CreXus Investment Corp. was sued by a shareholder over the company’s rejection of a $254 million buyout offer from Starwood Property Trust Inc.

Shareholder Norman Carey said in a complaint filed yesterday in New York state court that CreXus, which invests in commercial real estate loans, and its management breached their fiduciary duty to the public shareholders. Carey seeks to represent the company’s shareholders in a class-action lawsuit.

CreXus, based in New York, on March 28 said it had rejected the Starwood bid, valued at about $14 a share. Instead the company proceeded with the sale of 50 million shares to fund the purchase of a real estate loan portfolio from Barclays Plc. Starwood had said it would withdraw its offer if the stock sale went through.

“Rather than enter into discussions that will result in increased value for the company and its shareholders, the board has preferred to set obstacles to negotiations by completing a disfavored-by-the-market equity offering in the guise of advancing shareholder interests,” Carey said in the complaint.

CreXus representatives didn’t return a message left with the company’s investor relations department after regular business hours yesterday.

The case is Norman Carey v. CreXus, 650973/2011, Supreme Court of the State of New York, County of New York.

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