Lawsuit Overview
Investors in Celera Corporation (NASDAQ:CRA) filed lawsuit against members of the board of directors of Celera Corporation alleging breaches of fiduciary duty arising out of their attempt to sell Celera Corp. too cheaply and via an unfair process to Quest Diagnostics Inc.
According to one complaint the plaintiff alleges that price offered by Quest Diagnostics Inc is inadequate and the directors are selling Celera Corp. for less than it’s worth.
On Friday, March 18, 2011, Celera Corporation (NASDAQ CRA) and Quest Diagnostics Incorporated (NYSE: DGX) had announced that they have entered into a merger agreement under which Quest Diagnostics will acquire Celera Corp. for $8 per share, representing a transaction value of approximately $344 million, net of $327 million in acquired cash and short-term investments.
Indeed, shares of Celera Corp. (NASDAQ:CRA) traded before the announcement under $8 at roughly $6.31per share, but succeeded the $8 offer and closed on Friday at $8.40.
In addition historic stock prices were significantly higher than the current offer. CRA shares traded over $10 during 2009 and over $16 during 2008. In addition the performance of Celera Corporation for its investors was increasing. Celera Corp’s 12months Total Revenue surged from $43.37million reported on June 30, 2007 to $167.10million reported on December 26, 2009.