Ademi LLP is investigating TYME (NASDAQ:TYME) for possible breaches of fiduciary duty and other violations of law in its transaction with Syros.
Ademi LLP alleges TYME’s financial outlook and prospects are excellent and yet TYME holders will receive only approximately 0.4312 shares of Syros common stock for each share of TYME common stock. The actual number of shares to be issued in the merger and the exchange ratio will be subject to adjustment based on the amount of TYME’s net cash at closing and the number of TYME shares outstanding at closing. The transaction agreement unreasonably limits competing bids for TYME by imposing a significant penalty if TYME accepts a superior bid. TYME insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of TYME’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 TYME.