NEW YORK, April 20, 2010 (GLOBE NEWSWIRE) -- Levi & Korsinsky is investigating the Board of Directors of Cornell Companies Inc. ("Cornell" or the "Company") (NYSE:CRN) for possible breaches of fiduciary duty and other violations of state law in connection with their attempt to sell the Company to GEO Group Inc. ("GEO Group") (NYSE: GEO). Under the terms of the transaction, Cornell shareholders will have the option to elect to receive either (x) 1.3 shares of GEO Group common stock for each share of Cornell common stock or (y) an amount of cash consideration equal to the greater of (i) the fair market value of one share of GEO Group common stock plus $6.00 or (ii) the fair market value of 1.3 shares of GEO Group common stock. Based on the closing stock price of each company's common stock as of April 16, 2010, and assuming maximum cash election, the transaction implies a value of $24.96 per Cornell share for a total transaction value of approximately $685 million, including the assumption of debt.
The investigation concerns whether the Cornell Board of Directors breached their fiduciary duties to Cornell stockholders by failing to adequately shop the Company before entering into this transaction and whether GEO Group is underpaying for Cornell shares, thus unlawfully harming Cornell stockholders. In particular, Cornell shares traded as high as $25.13 per share as recently as January 14, 2010 and at least one analyst set a price target for Cornell stock at $29.00 per share.
If you own common stock in Cornell and wish to obtain additional information, please contact Joseph E. Levi, Esq. either via email at jlevi@zlk.com or by telephone at (212) 363-7500 or visit http://www.zlk.com/cornell-companies-crn.html.
Levi & Korsinsky has expertise in prosecuting investor securities litigation and extensive experience in actions involving financial fraud and represents investors throughout the nation, concentrating its practice in securities and shareholder litigation.