According to the Complaint, Abaxis, Inc. (“Abaxis” or the “Company”) is a worldwide developer, manufacturer, and marketer of portable blood analysis systems that are used in a broad range of medical specialties in human or veterinary patient care to provide clinicians with rapid blood constituent measurements. The Company provides leading edge technology and tools that support best medical practices, enabling physicians and veterinarians to respond to the health needs of their clients at the point of care while operating economical and profitable practices.
This action stems from a proposed transaction announced on May 16, 2018 (the “Proposed Transaction”), pursuant to which Abaxis will be acquired by Zoetis, Inc. (“Parent”) and its wholly-owned subsidiary, Zeus Merger Sub, Inc. (“Merger Sub,” and together with Parent, “Zoetis”).
On May 15, 2018, Abaxis’s Board of Directors (the “Board” or “Individual Defendants”) caused the Company to enter into an agreement and plan of merger (the “Merger Agreement”) with Zoetis. Pursuant to the terms of the Merger Agreement, shareholders of Abaxis will receive $83.00 in cash for each share of Abaxis they own.
On June 5, 2018, Defendants filed a proxy statement (the “Proxy Statement”) with the United States Securities and Exchange Commission (“SEC”) in connection with the Proposed Transaction. The Complaint alleges that the Proxy Statement omits material information with respect to the Proposed Transaction, which renders the Proxy Statement false and misleading.