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Caliper Life Sciences Inc. Directors Hit By Investor Lawsuit Over Proposed Buyout

  • If you purchased a significant amount of shares of this company you have certain options and for certain investors are short and strict deadlines running. Investors should contact the Shareholders Foundation, Inc.

  • To have your information reviewed for options and to receive notifications about this case, please send an email to mail@shareholdersfoundation.com, or call us at (858) 779-1554.

Lawsuit Overview

Company
Caliper Life Sciences Inc.
Security
NASDAQ: CALP

Case Name
Caliper Life Sciences Deal Case 09/12/2011
Type of Lawsuit
Mergers and Acquisition
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Summary

San Diego, Sept. 13, 2011 (Shareholders Foundation) -- An investor in Caliper Life Sciences Inc. (NASDAQ: CALP) shares filed a lawsuit in effort to stop the proposed takeover of Caliper Life Sciences by PerkinElmer, Inc at $10.50 per share.
If you purchased shares of Caliper Life Sciences Inc. (NASDAQ: CALP) prior to the announcement and currently hold those shares, you have certain options and you should contact the Shareholders Foundation at mail@shareholdersfoundation.com or call +1(858) 779 - 1554.

According to the complaint the plaintiff alleges that the defendants breach their fiduciary duties owed to Caliper Life Sciences Inc. (NASDAQ:CALP) investors arising out of their attempt to sell Caliper Life Sciences too cheaply via an unfair process to PerkinElmer, Inc.

On September 8, 2011, PerkinElmer, Inc. (NYSE: PKI) announced that it has signed a definitive agreement to acquire Caliper Life Sciences, Inc. (NASDAQ: CALP) for $10.50 per share, for a total net purchase price of approximately $600 million in cash. PerkinElmer, Inc said that the $10.50 offer represents a premium of 42% for Caliper Life Sciences shareholders, relative to the closing price of $7.39 on Wednesday, September 7, 2011, the last trading day prior to the announcement on Sept. 8, 2011.

Following the takeover news shares of Caliper Life Sciences Inc. (Public, NASDAQ:CALP) jumped from $7.39 per share on Wednesday to $10.43 on Thursday.

However, the plaintiff claims that the $10.50 offer is unfair and does not provide shareholders with “adequate or fair value for their common stock”. Indeed shares of Caliper Life Sciences traded as recently as July 21, 2011 at $8.53 per share, thus reducing the premium to CALP stockholders to roughly 18% and NASDAQ:CALP stock has risen about 121 percent over the last year.
Additionally the plaintiff alleges that the $10.50 offer reflects an inadequate premium to the trading price of the company’s common stock given that Caliper has promising revenue growth. In fact, Caliper Life Sciences’ performance has been slightly increased recently. Even though Caliper Life Sciences’ annual Revenue declined from $140.71million in 07 to $123.70million in 2010 it was able to pull out of a Net Loss of $24.08million for 2007, respectively $68.29million in 2008, to a Net Income of $4.28million for 2010.

Further the plaintiff claims that the sale process is unfair to NSAQDAQ: CALP stockholders because the buyout is structured in a way that discourages other offers. The proposed buyout contains a provision barring Caliper Life Sciences from soliciting competing offers and forcing it to end any on-going negotiations with prospective suitors, and gives PerkinElmer Inc a right to match any higher bids.