Ademi LLP is investigating Ambrx (Nasdaq: ANAM) for possible breaches of fiduciary duty and other violations of law in its transaction with Johnson & Johnson.
In the transaction, Ambrx stockholders will receive only $28.00 per share in cash for a total equity value of approximately $2.0 billion, or $1.9 billion net of estimated cash acquired. The transaction agreement unreasonably limits competing transactions for Ambrx by imposing a significant penalty if Ambrx accepts a competing bid. Ambrx insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of Ambrx’s board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.