After a media report stated that Genoptix, Inc. is said to seek buyers and therefore hired as financial advisor Barclays Plc an investigation for investors of Genoptix, Inc. (NASDAQ:GXDX) over possible breaches of fiduciary duty in the event of an unfair buyout was announced.

The investigation by a law firm concerns whether certain directors and officers at Genoptix, Inc. (NASDAQ:GXDX) will breach their fiduciary duties in the event of a takeover.

A media report on Monday Dec. 13, 2010, quoted two anonymous people who said that Carlsbad, California based Genoptix, Inc. (NASDAQ:GXDX) seeks buyers and therefore hired Barclays Plc to run an auction

Shares of Genoptix, Inc. (NASDAQ:GXDX) rose in response to the takeover rumors in after hours trading to $21 per GXDX shares.

But the investigation by a law firm concerns whether the Genoptix Board of Directors will undertake an adequate and fair sales process in the event of a takeover and whether they will breach their fiduciary duties to Genoptix, Inc. (NASDAQ:GXDX) shareholder by agreeing to an offer that undervalues Genoptix and by failing to adequately shop the Company before entering into any transaction. A potential class action lawsuit would seek to maximize the amount of money and information Genoptix shareholders would receive in a buyout, so the law firm.

Genoptix, Inc has performed well in the past for its shareholders. Genoptixs 12 months Total Revenue increased from $24.02million in 2006 to $184.38million in 2009. Its Net Income over the same time frame went from a Net Loss of $3.76million to a Net Income of $30.63million in 2009. Genoptix reported for the first 9months in 2010 a combined Total Revenue of $147.86million with a combined Net Income of $15.35million.

Genoptix, Inc and certain of its officers and directors currently face a pending lawsuit by investors over alleged violations of the Securities Exchange Act of 1934 by allegedly issuing between July 31, 2009 and June 15, 2010 materially false and misleading statements regarding its business and financial results leading to allegedly artificially inflated prices between July 31, 2009 and June 15, 2010, reaching a high of $38.79 per share on April 30, 2010. Shares of Genoptix fell significantly in June when, Genoptix issued a press release providing a first look at its second quarter 2010 performance and updating its guidance for the full-year 2010. The Company reduced its revenue guidance to $210 million, down from previous guidance of $235 to $240 million, and its earnings per share guidance to $1.20 per share, down from previous guidance of $1.80 to $1.85 per share. On this news, Genoptixs stock fell another $5.69 per share to close at $17.19 per share on June 16, 2010, a one-day decline of 25% on high volume.