NEW YORK (GenomeWeb News) – Caliper Life Sciences has agreed to settle three shareholder lawsuits alleging the company failed to carry out its fiduciary duties in relation to its proposed purchase by PerkinElmer.
Caliper disclosed the settlement in a document filed with the US Securities Exchange Commission after the close of the market on Wednesday.
The lawsuits were filed in the Court of Chancery in the State of Delaware against Caliper, its board of directors, PerkinElmer, and its wholly owned subsidiary PerkinElmer Hopkinton, which was formed solely to effect the $600 million acquisition of Caliper by PerkinElmer.
Two of the lawsuits were filed in September and the third was filed in October. On Oct. 7 the lawsuits were consolidated into one lawsuit.
As part of the agreement, Caliper admits to no wrongdoing or liability, and pending its approval by the court, plaintiffs will withdraw their motion for a preliminary injunction against the PerkinElmer deal, and all claims in the lawsuits will be resolved.
Financial terms of the settlement were not disclosed.
Caliper also is disclosing certain additional information in its proxy statement for the deal with PerkinElmer as part of the settlement.
Last week the acquisition cleared regulatory hurdles in the US and Germany, though it awaits approval by Caliper shareholders and satisfaction of other conditions. Caliper and PerkinElmer have said they expect the acquisition to be completed in the fourth quarter.