Synthes Investor Suits Over J&J Takeover Dismissed (Bloomberg)
Synthes Inc. investors can’t proceed with claims that they were shortchanged by Johnson & Johnson (JNJ)’s $21.3 billion takeover of the medical-device maker, a judge concluded.
Delaware Chancery Court Judge Leo Strine rejected shareholder lawsuits claiming that Hansjoerg Wyss, Synthes’s chairman and controlling shareholder, engineered the J&J transaction to meet his retirement needs rather than to get the highest price for the firm, a maker of devices used to treat trauma victims.
The investor lawsuits don’t provide enough facts “to suggest that Wyss forced a crisis sale of Synthes to J&J in order to satisfy some urgent need for cash,” Strine said in an Aug. 17 decision. “The plaintiffs’ argument that Wyss had somehow become an impatient capitalist is therefore strikingly devoid of pled facts to support it.”
Synthes shareholders are slated to receive about 55.65 Swiss francs ($57.21) and about 1.72 shares of J&J stock for each share they own. The shares of West Chester, Pennsylvania-based Synthes trade in Switzerland, Wyss’s home country.
J&J, the world’s second-biggest seller of health-care prod...
