Zynerba Pharmaceuticals, Inc.

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Ademi LLP is investigating Zynerba (Nasdaq: ZYNE) for possible breaches of fiduciary duty and other violations of law in its transaction with Harmony.

In the transaction, Zynerba stockholders are expected to receive only $1.1059 per share in cash, or $60 million in the aggregate, plus one non-tradeable contingent value right (CVR) per share, representing the right to receive potential additional payments of up to $140 million in the aggregate, subject to the achievement of certain clinical, regulatory and sales milestones. The transaction agreement unreasonably limits competing transactions for Zynerba by imposing a significant penalty if Zynerba accepts a competing bid. Zynerba insiders will receive substantial benefits as part of change of control arrangements.

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