Block & Leviton LLP Investigates TRW Automotive Holdings Corp. for Possible Breaches of Fiduciary Duty in Connection with Its Potential Acquisition by ZF Friedrichshafen AG

BOSTON, Sept. 15, 2014 /PRNewswire/ -- Block & Leviton LLP (www.blockesq.com), a Boston-based law firm representing investors nationwide, has commenced an investigation into possible breaches of fiduciary duty by the board of directors of TRW Automotive Holdings Corp. ("TRW" or the "Company") (NYSE:  TRW) concerning the proposed acquisition of the Company by ZF Friedrichshafen AG ("ZF"). 

Under the terms of the proposed transaction, each share of TRW will be cashed out for a payment of $105.60.  TRW will become an internal business division of ZF.  Total value of the proposed transaction is estimated at approximately $11 billion and it is expected to close in the first half of 2015.

The acquisition will provide shareholders a paltry 'premium' of only 1.7% and in fact, the share price of TRW dropped upon the announcement of the merger.  Analysts pegged the price target for the Company as high as $120 per share.   Both ZF and its rival in the German market Bosch had long coveted TRW's technology as a means to acquire a foothold in the burgeoning self-driving and connected car market, where TRW, in addition to its primary airbags, electronics and braking and steering equipment business lines, is considered a pioneer.  In fact, CFO ZF Konstantin Sauer said, months prior to the announcement of the proposed transaction, that "TRW, with its years of market expertise, technology and products would be the perfect complement [to ZF]" and it was widely speculated that ZF would be willing to pay up to $13 billion for TRW.

Block & Leviton's investigation seeks to determine, among other things, whether TRW's directors breached their fiduciary duties by failing to maximize shareholder value in the potential acquisition and the fairness by which the directors considered and approved the transaction.  

If you are a TRW shareholder and have questions about your legal rights, or if you have information relevant to this investigation, please contact attorney Steven Harte, at (617) 398-5600 or email him at [email protected].  Whistleblowers confidentiality is assured.

Block & Leviton is a Boston-based law firm representing investors nationwide for violations of securities laws.  The firm's lawyers have collectively been prosecuting securities cases on behalf of investors for over 70 years.  This notice may constitute attorney advertising.

Contact:
BLOCK & LEVITON LLP
Steven P. Harte, Esq.
[email protected]
(617) 398-5600

SOURCE Block & Leviton LLP

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