NEW YORK, NY / ACCESSWIRE / October 29, 2023 / Bronstein, Gewirtz & Grossman, LLC is investigating potential claims on behalf of purchasers of Myovant Sciences, Ltd. ("Myovant" or "the Company") (NYSE:MYOV). Investors who purchased Myovant securities are encouraged to obtain additional information and assist the investigation by visiting the firm's site: bgandg.com/myov.
The investigation concerns whether Myovant has violated federal securities laws.
Investigation Details:
On October 23, 2022, Myovant, Myovant U.S., Sumitomo Pharma Co., Ltd. ("Sumitomo Pharma"), and Sumitomo Pharma's wholly-owned subsidiary, Sumitovant Biopharma Ltd. ("Sumitovant"), issued a joint press release ("October 23 Press Release") announcing that Sumitovant had agreed to acquire all of the outstanding common shares of Myovant that Sumitovant did not already own for $27.00 per share in cash ("Merger Consideration") via a merger transaction ("Merger"). On January 23, 2023, Myovant authorized the filing of a definitive proxy statement on Schedule 14A ("Proxy") with the U.S. Securities and Exchange Commission ("SEC"). A Complaint has been filed alleging that the Proxy contained material misrepresentations and omissions that rendered the Proxy false and misleading in violation of Sections 14(a) and 20(a) of the Exchange Act and Rule 14a-9, and misled a majority of Myovant shareholders into voting to approve the Merger on March 1, 2023, at a price that was less than Myovant's full and fair value. Specifically, the Proxy stated that the special committee ("Special Committee") formed by the Board to negotiate the Merger with Sumitovant retained Skadden, Arps, Slate, Meagher & Flom LLP ("Skadden") on June 28, 2022, as its legal advisor "based on, among other things, Skadden's qualifications, experience and reputation and the absence of conflicts on the part of Skadden." The statement in the Proxy that Skadden did not have any conflicts was false because, when Skadden was retained by the Special Committee, it was already simultaneously representing various entities affiliated with Sumitomo Pharma (the "Skadden Conflicts"). Since the experience and expertise of a legal advisor to a special committee puts the legal advisor in a position to strongly influence the choices and decision making of the committee's members, there is a substantial likelihood that reasonable Myovant shareholders would have considered disclosure of the Skadden Conflicts-with their potential to affect the vigor of Skadden's advocacy on behalf of the Special Committee-as significantly altering the total mix of information made available to them. Thus, Defendants were obligated to disclose the Skadden Conflicts to Myovant shareholders so that such shareholders could decide for themselves how much weight to assign to such conflicts when deciding how to vote with respect to the Merger. The Complaint further alleges that a result of the false and misleading Proxy, Myovant shareholders voted to approve the merger at a price that was less than the Company's full and fair value.
What's Next?
If you are aware of any facts relating to this investigation or purchased Myovant securities, you can assist this investigation by visiting the firm's site: bgandg.com/myov . You can also contact Peretz Bronstein or his law clerk and client relations manager, Yael Nathanson of Bronstein, Gewirtz & Grossman, LLC: 332-239-2660.
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Contact:
Bronstein, Gewirtz & Grossman, LLC
Peretz Bronstein or Yael Nathanson
332-239-2660 | info@bgandg.com
SOURCE: Bronstein, Gewirtz & Grossman, LLC
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