Ademi LLP is investigating Checkmate (NASDAQ:CMPI) for possible breaches of fiduciary duty and other violations of law in its transaction with Regeneron.
Ademi LLP alleges Checkmate’s financial outlook and prospects are excellent and yet Checkmate shareholders will receive only $10.50 per share. The proposed acquisition values Checkmate at a total equity value of approximately $250 million. The transaction agreement unreasonably limits competing bids for Checkmate by prohibiting solicitation of further bids, and imposing a significant penalty if Checkmate accepts a superior bid. Checkmate insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of Checkmate’s board of directors, and whether they are (i) fulfilling their fiduciary duties to all shareholders, and (ii) obtaining a fair and reasonable price for Checkmate.