MRV Communications Stockholder Sues Over Proposed Merger with ADVA

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MRV Communications, Inc., its board of directors, ADVA NA Holdings, Inc., and Golden Acquisition Corporation are facing claims that they failed to disclose to stockholders material information concerning a proposed acquisition of MRV by ADVA. The lawsuit alleges that the companies omitted from public view details regarding MRV’s financial projections and the background of the transaction. It further argues that the deal undervalues the company, proposing a price that is 40% lower than analyst valuations and significantly lower than recent market prices. From the complaint:

“It is clear from these statements and the facts set forth herein that this deal is designed to maximize benefits for ADVA NA at the expense of MRVC and MRVC’s stockholders, which clearly indicates that MRVC stockholders were not an overriding concern in the formation of the Proposed Transaction.”

The suit seeks information regarding the valuation analyses performed by the company’s financial advisor and suggests that stockholders should be aware of any communications between the defendants regarding future employment for MRV executives. The plaintiff claims “[t]here is strong evidence that the Proposed Transaction may be tainted by the self-interest of the Individual Defendants,” and he demands that the companies release all the facts to shareholders.