FOREST GROVE, OR -- Merix Corp. today confirmed a number of complaints have been filed asserting shareholders aren't getting full value from its pending sale to Viasystems.

In a Form 8-K filing, Merix said its board, as well as that of Viasystems Group, have been named as defendants in two putative class-action lawsuits. The actions, which were both filed in Oregon Circuit Court generally allege the board breached its fiduciary duties by authorizing the sale for less than maximimum value to shareholders. The complaints also allege that Merix and Viasystems aided and abetted the breaches of fiduciary duty allegedly committed by board members.

The shareholder actions seek equitable relief, including to enjoin the defendants from consummating the merger on the agreed-upon terms.

 

The cases are Asbestos Workers Philadelphia Pension Fund v. Merix Corporation, et al., filed Oct. 13, case no. 0910-14399 and W. Donald Wybert v. Merix Corporation, et al., filed on or about Nov. 5, case no. 0911-15521.

Merix also noted that the US District Court in Oregon has partially granted a certification motion for a class action on behalf of those who purchased or otherwise acquired its common stock from an underwriter directly pursuant to its Jan. 29, 2004 offering and who held the stock through May 13, 2004. The case is currently in discovery. The motion stems from a trio of filings brought against the company in 2004.The company also amended its risk factors to disclose that a minority investor that owns 5% and 15% stakes, respectively, in its Huiyang and Huizhou, China, PCB manufacturing plants is owned by the Chinese government and has close ties to local economic development and other Chinese government agencies. 

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