Google's $5bn Mandiant acquisition hits an unexpected roadblock

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Shareholders want all of the paperwork out in the open

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Google’s multi-billion-dollar takeover of cybersecurity firm Mandiant has hit a roadblock after a shareholder filed a lawsuit to block the deal.

According to a report from The Register, shareholder Shiva Stein filed a lawsuit in a New York federal district court, claiming Mandiant made “materially incomplete and misleading” statements to investors in some of the paperwork provided to the US Securities and Exchange Commission (SEC). 

On the last day of March, the company sent a proxy statement to the SEC, and financial documents to shareholders, recommending they vote for the acquisition.

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Google’s biggest security purchase

However, Stein says Mandiant drafted financial forecasts for the company’s board of directors, which included its valuation. These documents weren’t disclosed publicly.

The shareholder wants these documents made public, claiming investors have the right to know. She also wants the court to block the acquisition until everyone has had enough time to review the paperwork and make sure they still stand by their previous conclusions.

"The proxy statement should have, but fails to provide, certain information in the projections that Mandiant management provided to the Board and the financial advisors," the legal documentation states.

In early March this year, Google announced the acquisition of Mandiant for approximately $5.4 billion. As the deal was inclusive of Mandiant’s net cash, it was set to become Google’s biggest security purchase ever.

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If the acquisition comes through, it will be an all-cash deal priced at $23.00 per share. At the time of the announcement, that represented a 57% premium on the value of Mandiant stock.

Mandiant, which was founded back in 2004, was previously part of the FireEye brand, regaining its independence last year when FireEye was sold to a consortium led by the Symphony Technology Group.

TechRadar Pro has asked both Google and Mandiant for comment.

Via The Register

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Sead Fadilpašić

Sead is a seasoned freelance journalist based in Sarajevo, Bosnia and Herzegovina. He writes about IT (cloud, IoT, 5G, VPN) and cybersecurity (ransomware, data breaches, laws and regulations). In his career, spanning more than a decade, he’s written for numerous media outlets, including Al Jazeera Balkans. He’s also held several modules on content writing for Represent Communications.