Wolf Popper LLP, counsel to former stockholders of biotech company Asterias Biotherapeutics Inc. in an action pending in the Delaware Court of Chancery, has reached a settlement which, if approved, would resolve the litigation for $10,650,000.00. In November 2018, Asterias entered into a stock-for-stock merger agreement with an affiliated biotech company, Lineage Cell Therapeutics Inc. (then known as BioTime, Inc.), whereby Lineage would acquire all of Asterias’ outstanding common stock that it did not already own. The merger closed in March 2019.
Wolf Popper’s lawsuit, which followed an investigation into the Asterias board’s books and records, alleged that Lineage and certain former directors of Asterias breached their fiduciary duties to Asterias’ unaffiliated stockholders in negotiating and thereafter approving the merger, which undervalued Asterias, to Asterias’ stockholders’ detriment.
The settlement follows i) a September 21, 2020 ruling, where former Chancellor Andre G. Bouchard denied in large part, defendants’ motions to dismiss, and ii) vigorous document discovery and depositions of various witnesses affiliated with Asterias, Lineage, and the companies’ financial advisors.
Vice Chancellor Lori Will has set a hearing for February 8, 2023 at 11:00 a.m. to determine whether to approve the settlement. Additional information regarding the proposed settlement may be found in the Notice of Pendency disseminated to class members on or about December 7, 2022.
The case is Neil D. Ross v. Lineage Cell Therapeutics, Inc., Case Number 2019-0822-LWW, in the Delaware Court of Chancery.