Global Defense Technology And Systems, Inc. Buyout Under Investor Investigation

If you purchased Global Defense Technology and Systems, Inc. (NASDAQ: GTEC) and currently continue to hold those NASDAQ:GTEC shares, and/or if you have any information relating the investigation, you have certain options and you should contact the Shareholders Foundation, Inc.

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Company Name(s): 
Global Defense Technology and Systems
Affected Securities: 
NASDAQ: GTEC

After Global Defense Technology and Systems, Inc. announced that its board of directors agreed to a takeover by Ares Management LLC an investigation on behalf of investors of Global Defense Technology and Systems, Inc. (PNASDAQ:GTEC) concerning the potential unfairness of the going private offer and possible breaches of fiduciary duty was announced.

The investigation by a law firm concerns whether certain directors and officers at NASDAQ:GTEC) or others breached their fiduciary duties in connection with proposed takeover by an affiliate of Ares Management LLC.

On Thursday, March 3, 2011, Global Defense Technology & Systems, Inc. (Nasdaq: GTEC) announced it has entered into an agreement to be acquired through a cash tender offer at $24.25 per share by an affiliate of Ares Management LLC in a transaction with a total value of approximately $315 million, including the assumption of debt and prior to expenses. Global Defense Technology and Systems said the offer represents a premium of approximately 51% over GTEC's closing stock price as of March 2, 2011 and approximately 56% over its 90-day average closing stock price.

Indeed shares of Global Defense Technology and Systems, Inc. (NASDAQ:GTEC) jumped in response to the going private news from roughly $16.40 per share to $24.16 per share.

But Global Defense Technology & Systems, Inc. also announced that Damian Perl, the founder and Chief Executive of Global Strategies Group, former sole beneficial owner of Global Defense Technology and Systems, Inc. and a current Global Defense Technology and Systems director, entered into a tender and voting agreement in support of the offer and Global Strategies Group is the largest beneficial shareholder in Global Defense Technology and Systems, owning approximately 42% of GTEC outstanding stock.
In addition Global Defense Technology and Systems performed well for its investors in the past years. Global Defense Technology and Systems’ 12 months Total Revenue went from $124.46million in 2006 to $232.67million in 2010. Its Net Income went from $4.06million in 2006 and a Net Loss of $4.89million in 2007 to a Net Income of $8.75million in 2010.

Therefore the investigation monitors and concerns whether Global Defense Technology and Systems Board of Directors will undertake an adequate and fair sales process in the event of a takeover to obtain the maximized consideration for all shareholders of Global Defense Technology and Systems, Inc. (NASDAQ:GTEC) and will breach their fiduciary duties to Global Defense Technology & Systems (GTEC) shareholder by failing to adequately shop the Company before entering into any transaction. The investigation concerns also whether the affiliate of Ares Management LLC would underpay for NASDAQ: GTEC shares, thus unlawfully harming GTEC investors. A potential class action lawsuit would seek to maximize the amount of money and information for NASDAQ GTEC shareholders would receive in a buyout, so the law firm.