Faruqi & Faruqi, LLP, a leading national securities firm headquartered in New York City, is investigating the Board of Directors of Genoptix, Inc. (“Genoptix” or the “Company”) (NasdaqGS: GXDX) for potential breaches of fiduciary duties in connection with their conduct related to the sale of the Company to Novartis AG (NYSE: NVS) for an estimated $470 million. The proposed transaction offers Genoptix shareholders to only receive $25 in cash for each share of Genoptix common stock. According to Yahoo! Finance, at least one analyst has set a price target of $28 per share for Genoptix common stock. Further, the transaction is structured as a tender offer which may avoid a shareholder vote by Genoptix shareholders. Prior to this transaction, on December 16, 2010, the Committee of Genoptix, in connection with its 2010 annual bonus compensation review, awarded 2010 performance bonuses of $363,375 to Dr. Tina S. Nova, Genoptix’s President and Chief Executive Officer, $226,688 to Samuel D. Riccitelli, Genoptix’s Executive Vice President and Chief Operating Officer, $136,875 to Douglas A. Schuling, Genoptix’s Executive Vice President and Chief Financial Offer, and $93,000 to Dr. Christian V. Kuhlen, Genoptix’s Vice President, General Counsel and Corporate Secretary.
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Whether the Genoptix’s Board of Directors breached their fiduciary duties to Genoptix’s stockholders by failing to conduct an adequate and fair sales process to sell the Company prior to agreeing to this proposed transaction, whether the proposed transaction undervalues Genoptix’s shares and by how much this proposed transaction undervalues the Company to the detriment of Genoptix shareholders are the key focus of this investigation.
Faruqi & Faruqi, LLP is a national law firm which represents investors and individuals in class action litigation. The firm is focused on providing exemplary legal services in complex litigation in the areas of securities, shareholder, antitrust and consumer litigation, through all phases of litigation. The firm has an experienced trial team which has achieved significant victories on behalf of the firm’s clients.