Weiss & Lurie, a New York law firm, is examining the proposed sale of Hypercom Corp. to VeriFone Systems Inc. for legal issues.
Weiss & Lurie said it is looking at "possible breaches of fiduciary duty and other violations of law by members of the board of directors of Hypercom."
VeriFone said Wednesday that it had struck a deal to buy the Scottsdale, Ariz., terminal maker.
The roughly $485 million all-stock deal, including net debt assumed by VeriFone, would give investors a fixed ratio of 0.23 share of VeriFone common stock for each Hypercom share they own.
"Weiss & Lurie is investigating whether Hypercom's board acted in the best interests of shareholders in approving the proposed transaction and whether Hypercom's board properly sought to maximize shareholder value," the firm said in a press release Wednesday.
Hypercom resisted an earlier hostile bid from VeriFone valued at $280 million. Hypercom argued that its third-quarter earnings, announced Nov. 2, would justify a higher price than VeriFone's September offer.
Hypercom reported that net revenue for the third quarter rose 23.7%, to $125.1 million from a year earlier. Its net income rose 275%, to $4.5 million.