SOURCE: Brower Piven, A Professional Corporation

January 05, 2011 18:14 ET

Brower Piven Announces Class Action Lawsuit in Connection With the Acquisition of Marshall & Ilsley Corporation by Bank of Montreal

STEVENSON, MD--(Marketwire - January 5, 2011) - Brower Piven, A Professional Corporation announces that a class action lawsuit has been commenced in the United States District Court for the Eastern District of Wisconsin on behalf of all shareholders of Marshall & Ilsley Corporation ("Marshall & Ilsley") (NYSE: MI). 

The claims asserted in the complaint arise from the proposed buyout ("Acquisition") of Marshall & Ilsley by BMO Financial Group ("BMO" or "Bank of Montreal"). On December 17, 2010, Marshall & Ilsley and BMO announced that they had entered into a definitive agreement ("Agreement") under which Bank of Montreal will acquire all outstanding shares of the common stock of Marshall & Ilsley in a stock-for-stock transaction. According to the complaint, and pursuant to the terms of the Agreement, each outstanding share of Marshall & Ilsley will be exchanged for 0.1257 shares of BMO upon closing; based on the closing share price of BMO of C$62.05 on December 16, 2010, the transaction values each share of Marshall & Ilsley at US$7.75. The complaint alleges that this price range is clearly inadequate and substantially undervalues Marshall & Ilsley. Indeed, the complaint states that Marshall & Ilsley's stock traded as high as $10.66 per share as recently as April 21, 2010. Moreover, the complaint alleges that Bank of Montreal is paying 1.26 times revenue, less than half the 3.17 times revenue for the average purchase of similar-sized U.S. banks. The Acquisition is expected to close prior to July 31, 2011.

The complaint alleges that the Acquisition is the product of a fundamentally flawed process that is designed to ensure the acquisition of Marshall & Ilsley by Bank of Montreal on terms preferential to BMO, but detrimental to plaintiff and the other shareholders of Marshall & Ilsley. According to the complaint, the Acquisition was negotiated by and designed to benefit Marshall & Ilsley's leadership team, who have been promised continuing roles in the combined entity going forward. In fact, the complaint alleges that upon closing of the proposed transaction, the company's Chairman and Chief Executive Officer, Mark F. Furlong, will become Chief Executive Officer of BMO's combined U.S. personal and commercial banking business. The complaint also alleges Bank of Montreal is merely attempting to acquire Marshall & Ilsley for a bargain price following the dramatic recession and unprecedented decline in real estate values of the past few years.

If you are a current owner of shares of Marshall & Ilsley, you may obtain additional information about this lawsuit by contacting Brower Piven at, by email at, by calling 410/415-6701, or at Brower Piven, A Professional Corporation, 1925 Old Valley Road, Stevenson, Maryland 21153. Attorneys at Brower Piven have combined experience litigating securities and class action cases of over 60 years. If you choose to retain counsel, you may retain Brower Piven without financial obligation or cost to you, or you may retain other counsel of your choice. You need take no action at this time to be a member of the class.

Contact Information

    Charles J. Piven
    Brower Piven, A Professional Corporation
    Stevenson, Maryland
    Email Contact