The law firm of Brower Piven, A Professional Corporation, has commenced
an investigation into possible breaches of fiduciary duty to current
shareholders of Fidelity Bancorp, Inc. (Nasdaq: FSBI) (“Fidelity”) and
other violations of state law by the board of directors of Fidelity
relating to the proposed acquisition of the company by WesBanco, Inc.
(“WesBanco”). The firm’s investigation seeks to determine, among other
things, whether the board breached its fiduciary duties by failing to
maximize shareholder value.
On July 19, 2012 Fidelity and WesBanco announced that they had entered
into a definitive Agreement and Plan of Merger providing for WesBanco to
acquire Fidelity for approximately $70.8 million. Under the terms of the
proposed transaction, Fidelity shareholders will receive 0.8275 shares
of WesBanco common stock and cash in the amount of $4.50 per share for
each share of Fidelity common stock held. Based on the closing price of
WesBanco shares on July 19, 2012, this deal represents a value of
approximately $22.85 per Fidelity share. However, according to Yahoo!
Finance, analysts have set a median price target of $25.10 per share.
All of the directors and executive officers of Fidelity have entered
into voting agreements with WesBanco pursuant to which they have agreed
to vote their shares in favor of the transaction.
If you currently own shares of Fidelity and would like to learn more
about the investigation being conducted by Brower Piven, you may email
or call Brower Piven, who will, without obligation or cost to you,
attempt to answer your questions. You may contact Brower Piven by email
by calling (410) 415-6616, or at Brower Piven, A Professional
Corporation, 1925 Old Valley Road, Stevenson, Maryland 21153. Attorneys
at Brower Piven have combined experience litigating securities and other
class action cases of over 60 years.