SomaLogic, Inc. (SLGC) May Have Engaged in a Conflicted SPAC Process
Robbins LLP is investigating SomaLogic, Inc. (NASDAQ: SLGC) to determine whether certain SomaLogic officers and directors violated securities laws and breached fiduciary duties to shareholders. SomaLogic completed a business combination with CM Life Sciences II Inc. on September 1, 2021.
This week, Corvex Management LP agreed to pay the SEC $1 million to settle allegations that the investment advisor did not properly disclose conflicts of interests involving certain SPACs. The SEC alleged that from July 2020 through January 2021, Corvex personnel were involved in forming three SPACs know as CM Life Sciences Inc., CM Life Sciences II Inc. (now SomaLogic), and CM Life Sciences III Inc. Individuals supervised by Corvex owned about half of the sponsors of the three SPACs. Because of their ownership interests, Corvex personnel were entitled to receive a portion of the SPAC sponsor compensation once the SPACs completed their business combinations. The SEC alleged that Corvex personnel thus had financial incentives to push the firm’s advisory clients to make SPAC-related investments to ensure the three SPACs completed business combinations.
The agency said that Corvex caused its advisory clients to participate in $122.5 million worth of private investment in public equity transactions, or PIPE transactions, in connection with the three SPACs’ ultimate business combinations. Corvex did not disclose the conflicts of interest to the boards of directors of the private funds it advised until April 2021 — after the three SPACs had consummated their initial public offerings.
Corvex founder Keith A. Meister and CM Life Sciences Holdings, the sponsor of one of the SPACs mentioned in the SEC’s order, were hit with an investor suit in February in Delaware Chancery Court, alleging they made misleading disclosures in the lead-up to the take-public merger and immediate value plunge of clinical data and genomics company Sema4 Holdings in July 2021.
What Now: SomaLogic, Inc. shareholders have legal options. If you own shares of SomaLogic or have incurred a recent significant loss in the stock, contact us for more information about your rights.
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