CommerceFirst Bancorp Shareholder Alert: The Briscoe Law Firm and Powers Taylor, LLP Investigate The Board of CommerceFirst ...

DALLAS, Dec. 27, 2011 /PRNewswire/ -- Former United States Securities and Exchange Commission attorney Willie Briscoe and the securities litigation firm of Powers Taylor, LLP are investigating the sale of CommerceFirst Bancorp, Inc. ("CommerceFirst" or "CMFB") (Nasdaq: CMFB) to Sandy Spring Bancorp, Inc. for shareholders.  Under the proposed acquisition, CommerceFirst shareholders may elect to receive either: (i) a fixed ratio of 0.8043 shares of Sandy Spring stock or (ii) $13.60 in cash for each share of CommerceFirst stock owned, based on an aggregate acquisition combination of 50% stock and 50% cash. 

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If you are an affected investor, and you want to learn more about the lawsuit or join the action, contact Patrick Powers at Powers Taylor, LLP, toll free [phone], via e-mail at [e-mail], or Willie Briscoe at The Briscoe Law Firm, PLLC, [phone], or via email at [e-mail].  There is no cost or fee to you.

The definitive acquisition agreement involves a stock-and-cash transaction valued at approximately $25.4 million.  The transaction is expected to close in the second quarter of 2012.

The investigation focuses on whether CommerceFirst shareholders are receiving adequate compensation for their shares in the buyout, whether the transaction undervalues CommerceFirst stock, and whether CommerceFirst's board attempted to obtain the highest share price prior to agreeing to the deal.  More specifically, under the definitive acquisition agreement, the aggregate merger consideration will consist of $12.4 million cash and approximately 732,000 shares of Sandy Spring common stock.  Thus, although CommerceFirst shareholders will be allowed to elect to receive shares of Sandy Spring stock or cash, proration procedures designed to accommodate an overall 50% stock and 50% cash transaction at closing may affect the type of compensation actually paid if a selected form of compensation is over-elected.  According to former SEC attorney Willie Briscoe, "Due to the uncertainty of the value and type compensation that will actually be paid to CommerceFirst shareholders, and other factors, we are concerned that the transaction undervalues CommerceFirst stock and is not fair to the shareholders.  Our investigation and lawsuit will seek to obtain the highest share price for all shareholders."

The Briscoe Law Firm, PLLC is a full service business litigation and shareholder rights advocacy firm with more than 20 years of experience in complex litigation and transactional matters.

Powers Taylor, LLP is a boutique litigation law firm that handles a variety of complex business litigation matters, including claims of investor and stockholder fraud, shareholder oppression, shareholder derivative suits, and security class actions.

SOURCE Powers Taylor, LLP

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