Former United States Securities and Exchange Commission attorney Willie
Briscoe and the securities litigation firm of Powers
Taylor LLP are investigating potential claims against the Board of
Directors of Overland Storage Inc. ("Overland") (NasdaqCM: OVRL) related
to the definitive merger agreement with Sphere 3D Corporation ("Sphere")
for shareholders. Under the terms of the transaction, at the effective
time of the Merger (the "Effective Time"), each issued and outstanding
share of common stock of Overland ("Common Stock") will be canceled and
extinguished and automatically converted into the right to receive a
fraction of a fully paid and nonassessable Parent Common Share equal to
the Exchange Ratio. The "Exchange Ratio" shall be equal to 0.510594 plus
the quotient obtained by dividing (x) the number of shares of common
stock of Sphere held by Overland immediately prior to the closing of the
Merger by (y) 18,495,865.20 plus the quotient obtained by dividing (A)
(i)105% of the principal amount of any indebtedness of Overland to Cyrus
Capital Partners and its affiliates repaid by Overland on or after the
date of the Merger Agreement and prior to the closing of the Merger
divided by (ii) 8.675 by (B) 18,495,865.20. The Merger Agreement
contains reciprocal operating covenants requiring operation of Overland
and Sphere in the ordinary course of business, as well as customary
If you are an affected investor, and you want to learn more about the
lawsuit or join the action, contact Willie Briscoe at The Briscoe Law
Firm, PLLC, (214) 239-4568, or via email at WBriscoe@TheBriscoeLawFirm.com,
or Patrick Powers at Powers Taylor LLP, toll free (877) 728-9607, via
e-mail at firstname.lastname@example.org.
There is no cost or fee to you.
The Overland investigation centers on whether Overland's Board of
Directors is acting in the shareholders' best interests, whether the
board is properly considering the proposed price for the shareholders,
and whether the board has employed an adequate process to review and act
on the proposed transaction.
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.
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.
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