Ademi LLP is investigating Transphorm (Nasdaq: TGAN) for possible breaches of fiduciary duty and other violations of law in its transaction with Renesas.
In the transaction, Transphorm stockholders will receive only $5.10 per share, valuing Transphorm at approximately $339 million. The transaction agreement unreasonably limits competing transactions for Transphorm by imposing a significant penalty if Transphorm accepts a competing bid. Transphorm insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of Transphorm’s board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.