ICx Technologies, Inc. investors file lawsuit

An investor of ICx Technologies, Inc. (NASDAQ:ICXT) filed a lawsuit in Delaware State Court against the ICx Technologies board of directors for selling ICx Technologies too cheaply to FLIR Systems.

If you are a current investor in ICx Technologies, Inc. (NASDAQ:ICXT), and/or have information relating the investigation, you have certain options and you should contact the Shareholders Foundation, Inc by email mail@shareholdersfoundation.com or call +1(858) 779 – 1554.

According to the complaint the plaintiff alleges that the defendants breached their fiduciary duty arising out of the attempt to sell ICx Technologies, Inc. to FLIR Systems at an unfair price via an unfair process by, among other things, including an $8.4 million termination fee, a Top-Up Option that will squeeze out the company’s minority common stockholders. On Monday, August 16, 2010, ICx Technologies, Inc. (Nasdaq GM: ICXT) announced that it has entered into a merger agreement with FLIR Systems, Inc. (Nasdaq: FLIR) pursuant to which ICx Technologies, Inc would be acquired through a cash tender offer, followed by a merger with a subsidiary of FLIR, for a price of $7.55 per share in cash. According to ICx Technologies its Board of Directors has unanimously approved the merger agreement.

The plaintiff alleges, among other things, that the offer by FLIR constitutes only a small 12% premium to ICx’s closing price preceding the announcement of the proposed transaction. Shares of ICx Technologies, Inc. (ICXT) traded the day before the news at roughly $6.75 per share and after the announcement at $7.56per share. But even this premium is even illusory when the recent trading history of the Company’s stock is considered, so the plaintiff. ICXT shares traded as early as August 10, 2010 at $7.52 per share, on August 09, 2010 as high as $7.73 per share, and in July 2010 at $8 per share. ICXT shares are down from its 52weekHigh of $10.49 per share and the mean target price for ICXT stock set by analysts is $9.00 per share with at least one analyst setting a price target of $10.00 per share. In addition the plaintiff alleges that the consummation of the proposed transaction is a fait d’accompli since certain affiliates of Wexford Capital LP have already agreed to tender approximately 62% of ICx’s outstanding shares.

Furthermore the plaintiff alleges that the offer woefully undervalues the company. ICx Technologies, Inc. reported over the past four years increasing revenue from $90.16million in 2006, to $135.51million in 2007, to $170.19million in 2008, and $183.43million in 2009. Its Net Income rose from a Net Loss of $127.49million in 2006 to a Net Loss of $10.65million in 2009.

Those who are current investors in ICx Technologies, Inc. (Public, NASDAQ:ICXT), and/or have information relating the investigation, have certain options and should contact the Shareholders Foundation, Inc by email mail@shareholdersfoundation.com or call +1(858) 779 – 1554.

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