Ademi LLP is investigating Icosavax (Nasdaq: ICVX) for possible breaches of fiduciary duty and other violations of law in its transaction with AstraZeneca.
In the transaction, Icosavax stockholders are expected to receive only $15.00 per share in cash at closing, plus a non-tradable contingent value right to receive up to $5.00 in cash, payable upon achievement of specified regulatory and net sales milestones. The transaction agreement unreasonably limits competing transactions for Icosavax by imposing a significant penalty if Icosavax accepts a competing bid. Icosavax insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of Icosavax’s board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.