Landos Biopharma, Inc.

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Ademi LLP is investigating Landos (NASDAQ: LAPB) for possible breaches of fiduciary duty and other violations of law in its transaction with AbbVie.

In the transaction, Landos shareholders will receive only $20.42 per share in cash upon closing, or approximately $137.5 million in the aggregate, plus one non-tradable contingent value right per share with a value of up to $11.14 per share, or approximately an additional $75 million in the aggregate, subject to the achievement of a clinical development milestone.  The transaction agreement unreasonably limits competing transactions for Landos by imposing a significant penalty if Landos accepts a competing bid. Landos insiders will receive substantial benefits as part of change of control arrangements.

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