Large Firm Sophistication – Small Firm Values

Andre Springer

Panera Bread Company

PANERA BREAD COMPANY (PNRA) SHAREHOLDER ALERT - Andrews & Springer LLC Is Seeking More Cash for Shareholders of Panera Bread Company   

(Wilmington, DE) Andrews & Springer LLC, a boutique securities class action law firm focused on representing shareholders nationwide, is investigating potential breach of fiduciary duty claims against the Board of Directors of Panera Bread Company (NASDAQGS: PNRA) (“Panera Bread” or the “Company”) relating to the sale of the Company to affiliates of JAB Holding Company, a European consumer goods conglomerate (“JAB”). On April 5, 2017, the two parties announced the signing of a definitive merger agreement pursuant to which JAB will acquire Panera Bread in a merger in a deal worth $7.5 billion. As a result of the merger, Panera Bread shareholders are only anticipated to receive $315 per share in cash in exchange for each share of Panera Bread.

Andrews & Springer’s investigation so far has revealed that the consideration Panera Bread shareholders are expected to receive is inadequate. While the Company claims that shareholders will receive a premium for their shares, Panera Bread’s stock has already traded above the $315 per share consideration as recently as April 13, 2017 when the Company’s share price closed at $315.44 per share. Our investigation is also looking into whether Panera Bread’s top executives were conflicted and acted in their own self-interest when approving the merger thus making the process and consideration unfair. According to the Company’s April 5th announcement, Panera Bread’s senior management will continue their employment post-merger: “Panera will be privately held and continue to be operated independently by the Company’s management team.”