NECA-IBEW Pension Trust Fund, Decatur, Ill., filed suit Wednesday against Beam Inc. over its proposed takeover by Suntory Holdings Inc.
The two companies announced Jan. 13 that Suntory would acquire all of Beam's outstanding stock for $83.50 per share. The deal, including debt, is valued around $16 billion.
The lawsuit, filed in Cook County Circuit Court in Chicago, is seeking class-action status and states the acquisition undervalues Deerfield, Ill.-based Beam. It claims William Ackman, founder and CEO of hedge fund firm Pershing Square Capital Management, is driving the acquisition to seek liquidity in his investment after losing about $1 billion in investments with J.C. Penney Co. and Herbalife. The suit said Mr. Ackman, who owns about 13% of shares, will receive more than $1.73 billion if the transaction is completed.
“The proposed acquisition is the product of a hopelessly flawed process that is designed to ensure the sale of Beam to Suntory on terms preferential to defendants and other Beam insiders and to subvert the interests of plaintiff and the other public stockholders of the company,” the suit stated.
The suit is filed against Beam and Suntory Holdings, but does not name Mr. Ackman or Pershing Square as defendants.
“This effort is baseless and without merit,” Beam spokesman Clarkson Hine said in an e-mail. “The company will vigorously defend against any and all such claims.”
A spokesman for the company could not be reached by press time.
The NECA-IBEW Pension Trust Fund had about $736 million in assets as of May 31, 2012, according to its most recent Form 5500 filing.