An investor in Immucor, Inc. (NASDAQ: BLUD) filed a lawsuit in State Court against directors of Immucor in effort to stop the proposed buyout of Immucor, Inc. (Nasdaq:BLUD) by investment funds managed by TPG Capital.
According to the complaint the plaintiff alleges that the defendants breached their fiduciary duties owed to Immucor, Inc. (NASDAQ: BLUD) investors in connection with the proposed takeover.

On Tuesday, July 5, 2011, Immucor, Inc. (Nasdaq:BLUD) announced that it has entered into an agreement to be acquired by investment funds managed by TPG Capital in a transaction with a fully diluted equity value of $1.973 billion. Under the terms of the proposed transaction, Immucor Inc shareholders will receive $27.00 in cash for each BLUD share of Immucor common stock they own.
Immucor, Inc said the offer represents a premium of approximately 30.2 percent over the closing share price on July 1, 2011, the last full trading day before today's announcement, and a premium of approximately 35.6 percent to Immucor's average closing price over the last month.

Following the takeover announcement shares of Immucor, Inc. (Public, NASDAQ:BLUD) jumped from slightly above $20 on Friday to $26.99 on Tuesday, July 5, 2011.

However, the plaintiff alleges that directors of Immucor, Inc agreed to sell the company via an unfair process and at a grossly inadequate and unfair price.

The plaintiff claims that the $27per share offer is unfair given that independent analysts in recent months have set Immucor stock at a target price of $28 per share. Additionally historic shares prices of Immucor, Inc. have been above the current offer. During 2009 BLUD stock traded as high as $28.34 per share, during 08 as high as $32.57, and during 2007 even as high as high$38.80 per share. Furthermore Immucor has performed well in the past for its investors. Immucor’s 12months Total Revenue rose over the past four filing periods from $22.368million to $329.07million. Its Net Income increased over the same time frame from $60.07million to $82.58million.

Additionally the plaintiff says that the members of the board of directors agreed in the merger agreement to a no-solicitation provision that unfairly restricts the board from soliciting alternative proposals, a Matching right provision with respect to any ‘superior proposal’ that is made to the company, and a $45million termination fee provision and that to the detriment of Immucor’s shareholders, those merger agreement’s terms, among others, substantially favor TPG Capital and a calculated to unreasonable dissuade potential suitors from making competing offers.