Shareholder Rights Law Firm Johnson & Weaver, LLP Announces Investigation of
Transcept Pharmaceuticals’ Tax Benefit Preservation Plan and Proposed
Acquisition by Retrophin, Inc.
SAN DIEGO -- September 19, 2013
Shareholder Rights Law Firm Johnson & Weaver, LLP is investigating whether
certain officers and directors of Transcept Pharmaceuticals, Inc. (NASDAQ:
TSPT) breached their fiduciary duties in connection with the newly adopted tax
benefit preservation plan.
On September 13, 2013, Transcept’s board adopted a tax benefit plan three days
after receiving a $3.50 per share offer from Retrophin. On September 18, 2013,
Retrophin upped its offer to $4.00 per share. The tax benefit plan as outlined
in a recent press release by Transcept stated, “The Board of Directors adopted
the tax benefit preservation plan after considering, among other matters, the
estimated value of the tax benefits, the potential for diminution upon an
ownership change and the risk of an ownership change occurring.” The plan has
a preferred stock purchase rights provision. These rights will be exercisable
if a person or group, without the approval of the Transcept Board, acquires or
obtains the right to acquire beneficial ownership of 4.99 percent or more of
the Transcept common stock.
Jim Baker, lead analyst for Johnson & Weaver, stated, “Transcept’s tax benefit
plan has all the markings of a ‘poison pill’ and does not appear to be in the
best interest of the shareholders.” Baker also noted, “The adoption of this
plan just three days after Retrophin’s offer seems to serve certain Transcept
officers and directors. This action would deter other interested buyers with
these new restrictive terms.”
If you are a Transcept shareholder and are interested in learning more about
the investigation or your legal rights and remedies, please contact lead
analyst Jim Baker (firstname.lastname@example.org) at 619-230-0063.
Johnson & Weaver, LLP is a nationally recognized shareholders’ rights law
firm. The firm represents individual and institutional investors in
shareholder derivative and securities class action lawsuits. For more
information about the firm and its attorneys, please visit
Johnson & Weaver, LLP
Jim Baker, 619-230-0063 Ext. 118
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