Investigation Overview
An investigation on behalf of current investors ARGON ST, Inc. (NASDAQ:STST) over possible breaches of fiduciary duty by certain members of the ARGON ST board of directors in connection with the takeover attempt by The Boeing Company was announced.
Argon ST, Inc., located in Fairfax, VA, is a systems engineering, development and services company. ARGON ST, Inc. reported in 2007 Total Revenue of $282.21million, in 2008 $340.93million, and in 2009 $366.08million.
On Wednesday, June 30, 2010, Argon ST [NASDAQ: STST] and The Boeing Company [NYSE: BA] announced that they have entered into an agreement for Boeing's acquisition of Argon ST in an all cash tender offer and merger for $34.50 per share, or approximately $775 million, net of cash acquired. The definitive agreement was unanimously approved by Argon ST's Board of Directors. Shares of ARGON ST, Inc. (STST) traded after the announcement at $34.21 per share, and at $24 per share the trading day before the news.
The investigation by a law firm concerns whether the ARGON ST, Inc. Board of Directors breached their fiduciary to ARGON ST, Inc. (NASDAQ:STST) stockholders by failing to adequately shop the Company prior to supporting the agreement, whether the Board of Directors breached their fiduciary duties by not seeking a deal that would provide better ARGON ST, Inc. (STST), and whether The Boeing Company is underpaying for ARGON ST (STST), thus unlawfully harming STST stockholders.