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I-Flow Corporation board of directors under investigation

October 15, 2009

Investigation on behalf of investors of I-Flow Corporation (Public, NASDAQ:IFLO) shares over possible breach of fiduciary duty by the I-Flow Corporation (NasdaqGM: IFLO) board of directors- Contact us




FOR IMMEDIATE RELEASE
(Free-Press-Release.com) October 15, 2009 -- An investigation on behalf of current investors I-Flow Corporation (Public, NASDAQ:IFLO), who purchased the shares before October 9, 2009, over potential breaches of fiduciary duty and other violations of state law in connection with an alleged unfair takeover price were announced.

If you are currently an investor in shares of I-Flow Corporation (NasdaqGM: IFLO), and purchased the shares before October 9, 2009, and / or have additional information relating to the investigation, you should contact the Shareholders Foundation, Inc. at:

Email: mail@shareholdersfoundation.com

or at: +1 (858) 779 - 1554

The investigation by a law firm focus on potential breaches of fiduciary duty and other violations of state law by the Board of Directors of I-Flow Corporation (Public, NASDAQ:IFLO) arising out of their attempt to sell I-Flow Corporation (NasdaqGM: IFLO) to Kimberly-Clark Corporation.

On October 09, 2009 I-Flow Corporation (NASDAQ: IFLO) and Kimberly-Clark Corporation (NYSE: KMB) announced a definitive agreement whereby I-Flow will be acquired in a cash tender offer for approximately $324 million on a fully diluted basis. Under the proposed terms of the agreement, Kimberly-Clark will commence a tender offer to purchase all outstanding shares of I-Flow at $12.65 per share and the Boards of Directors of both companies have unanimously approved the transaction. I-Flow Corporation announced that the tender offer price represents a 31 percent premium to I-Flow's most recent 60-day average share price and is conditioned on the tender of a majority of the outstanding shares of I-Flow's common stock, calculated on a fully diluted basis.

But according to an investigation by a law firm “the transaction appears to be unfair” to current investors of I-Flow Corporation (NASDAQ:IFLO) because the “offer to purchase I-Flow Corporation (NASDAQ:IFLO) at $12.65 per share appears opportunistically timed to take advantage of the current economic downturn” and “ represents no premium to IFLO investors” as “in part, given that I-Flow stock was trading at $12.45 a share as recently as October 5, 2009 and $12.14 on September 28, 2009”.. The investigation “concerns whether the consideration to be paid to IFLO shareholders is grossly unfair, inadequate, and substantially below the fair or inherent value of IFLO” and “whether the directors of IFLO, including any special committee members, may have breached their fiduciary duties by not acting in IFLO shareholders' best interests in connection with the sale process of IFLO” and “the Company may not have adequately shopped itself around before entering into this transaction and, pursuant to this proposed transaction, Kimberly-Clark may be underpaying for I-Flow, thus unlawfully harming I-Flow shareholders”.

Those who currently are investors in shares of I-Flow Corporation (NasdaqGM: IFLO), and purchased the shares before October 9, 2009, should contact the Shareholders Foundation


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Contact Information

  • Name: Shareholders Foundation, Inc.

    Email: ***@ShareholdersFoundation.com





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