The Ademi Firm is investigating Hologic (Nasdaq: HOLX) for possible breaches of fiduciary duty and other violations of law in its transaction with Blackstone and TPG.
In the transaction, Hologic shareholders will receive $76 per share in cash plus a contingent value right of up to $3 per share. The contingent payments would be made in two installments of up to $1.50 each, contingent on achieving certain global revenue goals for Hologic’s Breast Health business in fiscal years 2026 and 2027.
Hologic insiders will continue to receive substantial benefits as part of change of control arrangements.
The transaction agreement unreasonably limits competing transactions for Hologic by imposing a significant penalty if Hologic accepts a competing bid. We are investigating the conduct of the Hologic board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.
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