Robbins Umeda LLP has commenced an investigation into possible breaches of fiduciary duty and other violations of state law by members of the Board of Directors of Trubion Pharmaceuticals, Inc. (“Trubion” or the “Company”) (NASDAQ: TRBN) in connection with their efforts to sell Trubion to Emergent Biosolutions Inc. (“Emergent”) (NYSE: EBS). If the transaction is completed, Trubion shareholders will receive $1.365 in cash and 0.1641 shares of Emergent common stock for each share of Trubion they hold, for an implied value of approximately $4.40 per share. Trubion shareholders will also receive one Contingent Value Right per share, which will entitle the holder to receive cash payments based upon achievement of predefined milestones. The transaction is expected to close in the fourth quarter of 2010.
Robbins Umeda LLP’s investigation concerns whether the Board of Directors of Trubion undertook a fair process to obtain fair consideration for all shareholders of Trubion. Specifically, our investigation concerns whether the Company’s Board of Directors breached their fiduciary duties to Trubion shareholders by failing to adequately shop the Company before entering into the transaction with Emergent. Notably, at least one analyst has set a price target for Trubion of $7.00 per share, $2.60 higher than the implied value of Emergent’s offer. Additionally, even if Emergent hits all the predefined milestones, the consideration is still below the analyst target.
If you are a shareholder of Trubion, plan to continue to hold your shares, and would like more information about your rights as a shareholder, please contact attorney Gregory E. Del Gaizo at 800-350-6003 or by e-mail at email@example.com.