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Case Status:    DISMISSED    
On or around 11/02/2011 (Stipulation and order of dismissal (voluntary dismissal))

Filing Date: May 09, 2011

According to the complaint, Plaintiff brings this shareholder class action on behalf of the public common stockholders of Spectrum Control, Inc. (“Spectrum” or the “Company”) and on behalf of Spectrum against Spectrum’s Board of Directors (the “Board” or the “Individual Defendants”) for their breaches of fiduciary duties arising out of their attempt to sell the Company to API Technologies, Corp. (“API”) (the “Proposed Transaction”) pursuant to a materially misleading definitive proxy statement filed on Schedule 14A with the Securities and Exchange Commission ("SEC") on May 4, 2011 (the "Definitive Proxy").

In the Definitive Proxy, Defendants have announced that a special meeting of shareholders of Spectrum will be held on Friday, May 27, 2011 at 10:00a.m. Eastern time, at the Company's headquarters and have stated that the Board has unanimously determined that the "merger is advisable, fair and in the best interests of the company and its shareholders" and has recommended that Spectrum shareholders vote "FOR" the approval of the Proposed Transaction. Defendants are asking Spectrum shareholders to base their vote on the Proposed Transaction based on the information contained in the Definitive Proxy. In connection with the Definitive Proxy, however, Defendants have breached their fiduciary duty of candor by failing to disclose material information to the Spectrum shareholders necessary for them to determine whether to vote in favor of the Proposed Transaction. Defendants have also violated Section 14(a) of the Exchange Act and Rule 14a-9 promulgated thereunder, 17 C.F.R. §240.14a-9, by omitting material facts necessary to render the Definitive Proxy non-misleading.

The misrepresentations and omissions in the Definitive Proxy are material to
Plaintiff and the class he seeks to represent. Without this information, Plaintiff and the other Spectrum shareholders will be deprived of their entitlement to cast a fully informed vote should these misrepresentations and omissions not be cured prior to the May 27, 2011 vote on the Proposed Transaction.

On May 20, 2011, the Court released an order granting Plaintiff's motion requesting to seal Plaintiffs' Emergency Motion to Compel Deposition of Defendant API Technologies Corp.

On May 24, 2011, the Court granted Plaintiff's unopposed motion to stay the case pending approval of a settlement in the parallel Pennsylvania state court action, captioned Balanced Beta Fund v. Southivorth, et al., Case No. 11724-2011 (Ct. Common Pleas, Erie County).

On November 2, 2011, the Court ordered the case dismissed with prejudice.


Sector: Technology
Industry: Electronic Instruments & Controls
Headquarters: United States


Ticker Symbol: SPEC
Company Market: NASDAQ
Market Status: Public (Listed)

About the Company & Securities Data

"Company" information provides the industry and sector classification and headquarters state for the primary company-defendant in the litigation. In general, "Securities" information provides the ticker symbol, market, and market status for the underlying securities at issue in the litigation.

In most cases, the primary company-defendant actually issued the securities that are the subject of the litigation, and the securities information and company information relate to the same entity. In a small subset of cases, however, the primary company-defendant is not the issuer (for example, cases against third party brokers/dealers), and the securities information and company information do not relate to the same entity.
COURT: W.D. Pennsylvania
DOCKET #: 11-CV-00105
JUDGE: Hon.Sean J. McLaughlin
DATE FILED: 05/09/2011
CLASS PERIOD END: 05/09/2011
  1. Law Offices of Alfred G. Yates
    519 Alleghany Bldg., 429 Forbes Avenue, Law Offices of Alfred G. Yates, PA 15219
    412.391.5164 ·
  2. Levi & Korsinsky LLP (DC)
    1101 30th Street, NW; Suite 115, Levi & Korsinsky LLP (DC), DC 20007
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—Related District Court Filings Data is not available