Lionbridge Technologies, Inc. (LIOX)


A class action has been commenced on behalf of stockholders of Lionbridge Technologies, Inc. (“Lionbridge”) (NASDAQ:LIOX) on April 27, 2017, in connection with an Agreement and Plan of Merger dated December 12, 2016, by and among Lionbridge, LBT Acquisition, Inc. and LBT Merger Sub, Inc. (the “Merger Agreement”), under which Lionbridge stockholders received $5.75 per share in cash and Lionbridge became a wholly owned subsidiary of H.I.G. Capital L.L.C. (the “Merger”). This action was filed in the United States District Court for the District of Delaware and is captioned Laborers’ Local #231 Pension Fund v. Cowan, et al., No. 17-cv-00478.

The complaint charges Lionbridge, its Board of Directors (the “Board”), and H.I.G. Capital L.L.C. and its affiliates LBT Acquisition, Inc. and LBT Merger Sub, Inc. (collectively “HIG”) with violations of the Securities Exchange Act of 1934 (“1934 Act”). Lionbridge considers itself the world’s leading globalization company, providing translation and localization, digital marketing, global content management, and application testing services to the world’s top brands.

The complaint alleges that defendants misled Lionbridge stockholders as to crucial information about the Company’s prospects and value in order encourage them to accept the Merger. On January 31, 2017, defendants caused the Company to file with the SEC a Definitive Proxy Statement (the “Proxy Statement”), in which the members of the Board recommended that stockholders vote their shares in favor of the Merger Agreement. The Proxy Statement disclosed management projections that contemplated revenue growth over the next several years of less than 3.9% per year. Those projections were inconsistent not only with the Company’s average revenue growth of about 7% per year from 2011 to 2015, but also with the defendants’ actual strategic plans for the Company. On February 28, 2017, a majority of Lionbridge stockholders voted in favor of the Merger Agreement. Later that day, Lionbridge and HIG completed the Merger. The preparation and dissemination of the false and misleading Proxy Statement, in violation of §§14(a) and 20(a) of the 1934 Act, thus induced stockholder action which resulted in substantial harm to plaintiff and other Lionbridge stockholders.

Plaintiff seeks damages and injunctive and equitable relief on behalf of holders of Lionbridge stock on January 27, 2017.

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