After Clarient, Inc announced that it entered into an agreement for GE Healthcare to acquire Clarient an investigation concerning whether the buyout is unfair to investors in Clarient, Inc. (NASDAQ:CLRT) shares was announced.

The investigation by a law firm concerns whether GE Healthcare, Clarient, Inc. and its Board breached their fiduciary duties owed to Clarient, Inc. (NASDAQ:CLRT) investors in connection with the proposed takeover.

On Friday, October 22, 2010, GE Healthcare, a unit of General Electric Company (NYSE: GE), and Clarient, Inc. (Nasdaq: CLRT) announced that they have entered into an agreement for GE Healthcare to acquire payable in cash all outstanding of Clarient at $5.00 per common share and $20.00 per preferred share. The transaction values Clarient at approximately $580 million, net of cash and investments as of June 30, 2010

But the investigation by the law firm concerns whether a sale process and the offered price are unfair to the shareholders of Clarient, Inc. (NASDAQ:CLRT). Even though shares of Clarient (NASDAQ: CLRT), which traded at roughly $3.80 per share, increased in response to the takeover news by roughly $1 per share to $4.98, at least one analyst has set a price target of $6.00 per share for Clarient stock. In addition Clarients 12 month total revenue more than tripled from 2006 to 2009. Clarient reported Total Revenue of $27.72million in 2006, $42.99million in 2007, $73.74million in 2008, and $91.60million in 2009.


In particular the investigation concerns whether the Clarient Board of Directors undertook an adequate and fair sales process to obtain fair consideration for all shareholders of Clarient, Inc. (NASDAQ:CLRT) and breached their fiduciary duties to Clarient (CLRT) shareholder by failing to adequately shop the Company before entering into the proposed transaction.