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We are investigating the Board of Directors of Sparton  for possible breaches of fiduciary duty and other violations of Ohio law in connection with the sale of Sparton to Ultra.

We are alleging Sparton’s long-term financial outlook is improving and yet Sparton shareholders will receive the equivalent of $23.50 per Sparton common share.  Ultra is well aware of Sparton’s improving financial metrics and is purchasing Sparton at a substantial discount. The merger agreement unreasonably limits competing bids for Sparton by (i) prohibiting solicitation of any further bids, and (ii) imposing a termination penalty should Sparton receive and accept a superior bid. Sparton insiders, their affiliates and other major shareholders own significant voting stock, and will receive millions of dollars as part of change of control arrangements, and therefore can unduly influence a sale of Sparton. Our investigation centers on the conduct of Sparton’s Board of Directors, who have unanimously approved the transaction, and whether they are (i) fulfilling their fiduciary duties to all shareholders, and (ii) obtaining a fair and reasonable price for Sparton given its current financial condition and prospects.