Investigation Overview
April 14, 2014 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Zygo Corporation (NASDAQ:ZIGO) shares, concerning whether the takeover of Zygo Corporation by AMETEK, Inc for $19.25 per share is unfair to NASDAQ:ZIGO stockholders was announced.
The investigation by a law firm concerns whether certain officers and directors of Zygo Corporation breached their fiduciary duties owed to NASDAQ:ZIGO investors in connection with the proposed acquisition.
On April 11, 2014, AMETEK, Inc. and Zygo Corporation announced that they have entered into a merger agreement under which AMETEK will acquire all of the outstanding shares of common stock of Zygo at a purchase price of $19.25 per share in cash.
However, given that MAK Capital One LLC, a financial investment advisory firm controlled by Michael A. Kaufman, the Chairman of the Board ofZygo, which beneficially owns approximately 23.6% of the outstanding shares of Zygo, as well as Mr. Willis, have already agreed to vote their shares of Zygo common stock in favor of the merger, the investigation concerns whether the $19.25-offer is unfair to NASDAQ:ZIGO stockholders. More specifically, the investigation concerns whether the Zygo Board of Directors undertook an adequate sales process, adequately shopped the company before entering into the transaction, maximized shareholder value by negotiating the best price, and acted in the shareholders' best interests in connection with the proposed sale.
Shares of Zygo Corporation (NASDAQ:ZIGO) grew from $3.40 per share in March 2009 to as high as $19.98 per share in May 2012.
On April 14, 2014, NASDAQ:ZIGO shares closed at $19.25 per share.