Ademi LLP is investigating Soliton (NASDAQ: SOLY) for possible breaches of fiduciary duty and other violations of law in its transaction with AbbVie.
Ademi LLP alleges Soliton’s financial outlook is excellent and yet Soliton shareholders will receive only $22.60 per share in cash for each outstanding share of Soliton. Soliton's enterprise value for the transaction is approximately $550 million. The merger agreement unreasonably limits competing bids for Soliton by prohibiting solicitation of further bids, and imposing a termination penalty if Soliton accepts a superior bid. Soliton insiders will receive millions of dollars as part of change of control arrangements. We are investigating the conduct of Soliton’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 Soliton.