Ademi LLP is investigating Deciphera (NASDAQ: DCPH) for possible breaches of fiduciary duty and other violations of law in its transaction with ONO.
In the transaction, Deciphera stockholders will receive only $25.60 per share in cash through a tender offer followed by a merger of Deciphera with a wholly-owned subsidiary of ONO, for a total equity value of $2.4 billion. The transaction agreement unreasonably limits competing transactions for Deciphera by imposing a significant penalty if Deciphera accepts a competing bid. Deciphera insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of Deciphera’s board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.