Market Overview

Acquisition of True Religion Apparel, Inc. by TowerBrook Capital Partners L.P. May Not Be in the Best Interests of True Religion Shareholders


SAN DIEGO and VERNON, Calif., May 13, 2013 /PRNewswire/ -- Shareholder rights attorneys at Robbins Arroyo LLP are investigating the acquisition of True Religion Apparel, Inc. (NASDAQ: TRLG) by TowerBrook Capital Partners L.P., a New York and London-based investment management firm.  On May 10, 2013, True Religion announced that it had entered into a definitive merger agreement whereby TowerBrook will acquire all of the outstanding shares of True Religion common stock for $32.00 per share in cash.


The Board of Directors' Actions May Prevent True Religion Shareholders from Receiving Maximum Value for Their Stock

Robbins Arroyo LLP's investigation focuses on whether the board of directors at True Religion is undertaking a fair process to obtain maximum value and adequately compensate its shareholders in the merger.

The $32.00 merger consideration represents a premium of only 8.7% based on True Religion's closing price on May 9, 2013, the last trading day prior to the merger announcement.  The 8.7% premium is substantially below the median premium of 35.62% for comparable transactions over the past three years.  Further, the $32.00 offer price is considerably lower than the target price of $38.00 set by an analyst at B. Riley & Company on February 7, 2013.

Is the Acquisition Best for True Religion and Its Shareholders?

On May 10, 2013, True Religion released its fiscal year 2013 first quarter financial results reflecting an increase in total net sales.  Specifically, the company's total net sales increased 13.1% to $120.8 million, compared to the same period in 2012.  True Religion has exceeded analyst sales expectations the past three consecutive quarters.  Further, the company reported a gross profit increase 6.9% to $73.7 million, driven in large part by overall sales growth.

Given these facts, the firm is examining the board of directors' decision to sell True Religion now rather than allow shareholders to continue to participate in the company's continued success and future growth prospects.   

True Religion shareholders have the option to file a class action lawsuit to secure the best possible price for shareholders and the disclosure of material information so shareholders can vote on the transaction in an informed manner.  True Religion shareholders interested in information about their rights and potential remedies can contact Darnell R. Donahue at (800) 350-6003,, or via the shareholder information form on the firm's website.

Robbins Arroyo LLP is a nationally recognized leader in securities litigation and shareholder rights law.  The firm represents individual and institutional investors in shareholder derivative and securities class action lawsuits, and has helped its clients realize more than $1 billion of value for themselves and the companies in which they have invested.  For more information, please go to

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Darnell R. Donahue
Robbins Arroyo LLP
(619) 525-3990 or Toll Free (800) 350-6003

SOURCE Robbins Arroyo LLP

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