Alberto Culver has agreed to settle a shareholder lawsuit over the beauty care company’s proposed $3.7 billion takeover by Unilever NV, lawyers for the investors said.
The settlement is designed to address concerns that the merger agreement might have dissuaded prospective competing acquirers from making better takeover bids, the shareholders’ lawyers said.
It calls for Alberto Culver to lower the break-up fee it might pay should it back out of the merger to $100 million from $125 million, and requires it to consider bids that qualify as superior, the law firms Grant & Eisenhofer PA and Bernstein Litowitz Berger & Grossmann LLP said.
Alberto Culver also agreed to postpone the planned shareholder vote to Dec. 17 from Dec. 13, the law firms said.
The Melrose Park, Illinois-based company did not immediately return calls or emails seeking comment.
Unilever agreed on Sept. 27 to pay $37.50 per share in cash for Alberto Culver, in its largest acquisition in a decade. A merger would add brands such as VO5, TRESemme and Nexxus to Unilever’s own brands, which include Dove and Sunsilk.
The lawsuit was filed in Delaware Chancery Court, and the settlement requires court approval, the shareholders’ lawyers said.
In afternoon trading, Alberto Culver shares were up 3 cents at $37.23 on the New York Stock Exchange.
