Investigation Overview
An investigation on behalf of Voltaire investors concerning whether the offer to take over Voltaire Ltd. at $8.75 per share and sale process are unfair to investors of Voltaire Ltd. (NASDAQ:VOLT) and whether certain officers and directors at Voltaire Ltd. breached their fiduciary duties was announced.
The investigation by a law firm concerns whether Voltaire Ltd. and certain other of its officers and directors breached their fiduciary duties owed to investors of Voltaire Ltd. (NASDAQ:VOLT) in connection with the proposed takeover.
On Monday, Nov. 29, 2010 Voltaire Ltd. (NASDAQ: VOLT) and Mellanox Technologies, Ltd. (NASDAQ: MLNX; TASE: MLNX) announced that they have signed an agreement under which Mellanox Technologies, Ltd will acquire 100% of Voltaires outstanding ordinary shares for cash at a price of $8.75 per share, or a total equity value of approximately $218 million ($176 million net of cash).
Shares of Voltaire Ltd. (Public, NASDAQ:VOLT) increased from $6.50 before the buyout news to $8.66 per VOLT share after the announcement.
But an investigation by a law firm concerns whether the sale process is unfair to the shareholders of Voltaire Ltd. (NASDAQ:VOLT) and whether the offer undervalues Voltaire Ltd.
Voltaires 12 month Total Revenue went from $30.43million in 2006 to $50.37million in 2009. For the first three quarters in 2010 Voltaire reported quarterly Total Revenue of $15.63million, $16.58million, and $ 18.12million or a combined 9months Total Revenue $50.33million.
Therefore the investigation concerns whether the Voltaire Board of Directors undertook an adequate and fair sales process to obtain fair consideration for all shareholders of Voltaire Ltd. (NASDAQ:VOLT) and breached their fiduciary duties to Voltaire (VOLT) shareholder by failing to adequately shop the Company before entering into the transaction.