We are  investigating possible breaches of fiduciary duty and other violations of law by the board of directors of National Holdings Corporation (“National Holdings” or the “Company”) (NASDAQ: NHLD) in connection with the proposed interested-party acquisition of the Company by B. Riley Financial, Inc. (“B. Riley”) (NASDAQ: RILY), a diversified financial services and business advisory company.  The transaction is structured as an all-cash tender offer in which the Company’s shareholders will receive $3.25 for each share of National Holdings common stock that they hold.  B. Riley currently owns approximately 45% of the common stock of National Holdings.

WeissLaw LLP is investigating whether (i) National Holdings’ special committee of the board of directors was truly independent and acted in the best interests of Company shareholders in agreeing to the proposed transaction, (ii) the $3.25 per-share merger consideration adequately compensates National Holdings’ shareholders; and (iii) all information regarding the sales process and valuation of the transaction will be fully and fairly disclosed. 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