No need for a class action (yet). In situations like this, if the shareholder vote becomes dicey, the acquiror will usually increase the offer to get more votes. What will be interesting to learn once the proxy filing comes out is if the Company ran an active process to sell the company or simply agreed to this first proposal. Without running a thorough process it would be difficult to know if this is fair or not. Even then, you could easily make the argument that maybe no deal is better for shareholders. Simply operating independently the stock is likely to go up over time because the company continues to grow and profitability is expected to accelerate. By getting such a low premium today, shareholders are not getting much credit/value for the future growth of the company in my opinion.