Firms Charge Fiduciary Breach in BGI-Complete Merger

By Bio-IT World Staff

September 18, 2012 | The announcement on Monday that Complete Genomics will be acquired by BGI for $117.6 million has left many surprised and dismayed. A slew of firms (nine at last count) starting with Rigrodsky & Long have announced investigations of the Complete Genomics Board of Directors. The investigations contend that the $3.15/share price may not be "fair" and are looking into breach of fiduciary duty on the part of the Board. Shareholders, including anonomyous blogger Medhanie at Seeking Alpha, are extremely unhappy with the decision. Medhanie calls the sell price "an insult". He continues: "I was proud of the company. By all accounts, it was a company on the vanguard of a biological and medical revolution and doing it despite surreal obstacles. It was a company to be admired. Now, it's giving up." The comments section is full of shareholders promising to vote no to the sale, but various investigation announcements yesterday point out that the proposed transaction is structured as a tender offer and may be effectuated without a shareholder vote.