Ademi LLP is investigating Science 37 (Nasdaq: SNCE) for possible breaches of fiduciary duty and other violations of law in its transaction with eMed.
In the transaction, Science 37 shareholders will receive only $5.75 in cash per share with an equity value of approximately $38 million and will be structured as an all-cash tender offer to acquire all outstanding shares of Science 37. The transaction agreement unreasonably limits competing transactions for Science 37 by imposing a significant penalty if Science 37 accepts a competing bid. Science 37 insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of Science 37’s board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.