The Complaint arises out of a May 20, 2011 press release announcing the Company had entered into a definitive merger agreement with Bain Capital, pursuant to which China Fire shareholders will receive $9.00 per share in cash for each share of China Fire common stock they own or approximately $265.5 million in the aggregate (the "Proposed Transaction").
The Complaint alleges that certain of the defendants, in connection with Proposed Transaction, breached or aided and abetted the other defendants' breaches of their fiduciary duties. In addition, the Complaint further alleges, in an attempt to secure shareholder approval of the Proposed Transaction, the defendants filed a materially misleading Preliminary Proxy Statement with the United States Securities and Exchange Commission in violation of Sections 14(a) and 20(a) of the Securities Exchange Act of 1934. The omitted and/or misrepresented information is believed to be material in assisting China Fire shareholders in making an informed decision whether or not to vote in favor of the Proposed Transaction.
