A New York law firm has filed a class-action suit on behalf of the public stockholders of Goleta-based computer firm Occam Networks Inc.
The suit, filed by Levi & Korsinsky LLP in Delaware Court of Chancery, accuses Occam’s board of directors of possible breaches of fiduciary duty in the acquisition of Occam by Calix Inc. in Petaluma.
Last month, Calix announced it had acquired access technology rival Occam for $171 million, picking up Occam’s Ethernet expertise in particular to accelerate its opportunities in that growing area, Calix officials said.
The suit claims Occam’s directors breached their fiduciary duties to shareholders by failing to shop the company or conduct a market check, while agreeing to sell the company to Calix for the “inadequate” price of $3.83 in cash and 0.2925 shares of Calix common stock for each share of Occam common stock.
The complaint alleges Occam is expected to realize at least $125 million to $200 million of additional revenues through 2013 because of the Obama administration’s allocation of nearly $10 billion in stimulus grants and loans for the development and improvement of the nation’s rural broadband infrastructure.
The shareholders behind the suit control less than one-fifth of the company’s stock.
On Sept. 16, Calix officials said they expected to complete the Occam acquisition in the fourth quarter of this year or the first quarter of 2011, depending on Occam Networks stockholder approval, receipt of required regulatory clearance and the satisfaction of other closing conditions.
Officials from both companies did not immediately respond to requests for comment on the shareholder lawsuit.
Occam stockholders with about 27 percent of the company’s outstanding common stock have signed an agreement to vote in favor of the deal.
— Noozhawk business writer Ray Estrada can be reached at restrada@noozhawk.com. Follow Noozhawk on Twitter: @noozhawk or @NoozhawkNews.

