April 19, 2013 (Shareholders Foundation) - An investigation on behalf of current long-term stockholders of shares Procera Networks Inc (NASDAQ:PKT) was announced concerning whether certain Procera Networks officers and directors possibly breached their fiduciary duties in connection with certain statements.

The investigation by a law firm concerns whether certain Procera Networks officers and directors breached their fiduciary duties in connection with their conduct in seeking shareholders approval for an amendment to the Companys 2007 Incentive Plan.

In the Proxy Statement filed by Procera Networks Inc with the Securities and Exchange Commission the Board of Directors recommends that Procera Networks shareholders vote to approve an amendment to the Companys 2007 Incentive Plan which would increase the number of shares of common stock available for issuance by 500,000.

According to the investigation the issuance of the additional shares could have a severe dilutive effect on NASDAQ:PKT common stock.

Procera Networks Inc reported that its annual Total Revenue increased from $20.13 million in 2009 to $59.63 million in 2012 and that its Net Loss of $7.38 million in 2009 turned into a Net Income of $5.33 million in 2012.

Shares of Procera Networks Inc (NASDAQ:PKT) declined from as high as $17.66 per share on February 20, 2013, to $10.45 per share on April 19, 2013.