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Ademi LLP is investigating AVROBIO, Inc. (Nasdaq: AVRO)  for possible breaches of fiduciary duty and other violations of law in its transaction with Tectonic.

In the transaction, pre-Merger AVROBIO shareholders are expected to own approximately only 22.3% of the combined company and pre-Merger Tectonic shareholders are expected to own approximately 40.2% of the combined company, after giving effect to a $130.7 million private placement by Tectonic. The transaction agreement unreasonably limits competing transactions for AVROBIO by imposing a significant penalty if AVROBIO accepts a competing bid. AVROBIO insiders will receive substantial benefits as part of change of control arrangements.

We are investigating the conduct of AVROBIO’s board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.