We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of Core-Mark Holding Company, Inc. (“Core-Mark” or the “Company”) (NASDAQ: CORE) in connection with the Company’s proposed acquisition by Performance Food Group Company (“PFG”) (NYSE: PFGC).  Under the terms of the merger agreement, Core-Mark’s shareholders will receive $23.875 in cash and 0.44 PFG shares for each Core-Mark share they own, representing implied per-share merger consideration of approximately $45.22 based upon PFG’s May 18, 2021 closing price of $48.52.  The transaction is valued at approximately $2.5 billion.  Following consummation of the cash-and-stock transaction, existing Core-Mark shareholders will own approximately 13% of the combined company.

WeissLaw LLP is investigating whether Core-Mark’s board acted in the best interest of Core-Mark’s public shareholders in agreeing to the proposed transaction, whether the board was fully informed as to the valuation of PFG, and whether all information regarding the process undertaken by the board and the valuation of the transaction will be fully and fairly disclosed to Core-Mark’s public shareholders.  Notably, at least one analyst has set a price target for the Company of $50.00, over $4.75 above the implied per-share merger consideration.

WeissLaw LLP has litigated hundreds of stockholder class and derivative actions for violations of corporate and fiduciary duties.  We have recovered over a billion dollars for defrauded clients and obtained important corporate governance relief in many of these cases.  If you have information or would like legal advice concerning possible corporate wrongdoing (including insider trading, waste of corporate assets, accounting fraud, or materially misleading information), consumer fraud (including false advertising, defective products, or other deceptive business practices), or anti-trust violations, please email us at stockinfo@weisslawllp.com

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