Ademi Firm Probes SkyWater’s Pricing for Public Shareholders

Ademi LLP has announced an investigation into Skywater Technology Inc. (NASDAQ: SKYT) regarding a recently announced transaction with IonQ. The firm is examining potential breaches of fiduciary duty and other legal violations related to the agreement.

Transaction Details

The agreement stipulates that Skywater stockholders will receive $15.00 in cash and $20.00 in IonQ stock for each share held. This stock component is subject to a collar mechanism. Shareholders will receive IonQ stock valued at $20.00 per share based on IonQ’s 20-day volume-weighted average price three business days before the transaction closes.

The collar structure dictates that if IonQ’s price exceeds $60.13 per share, shareholders will receive 0.3326 IonQ shares per SkyWater share. Conversely, if the price falls below $37.99 per share, they will receive 0.5265 IonQ shares per SkyWater share. Under this structure, Skywater shareholders are expected to own between 4.4% and 6.7% of the combined company.

Insider Benefits and Competing Transactions

Skywater insiders are expected to receive significant benefits as part of change of control arrangements. The transaction agreement also includes limitations on competing transactions for Skywater, imposing a substantial penalty if a superior bid is accepted.

Investigation Scope

Ademi LLP is investigating the conduct of the Skywater board of directors to determine if they are fulfilling their fiduciary duties to all shareholders. The firm specializes in shareholder litigation involving buyouts and mergers.

Contact Information

Interested parties can learn more or join the investigation by clicking here, contacting [email protected], or calling toll-free at 866-264-3995. There is no cost or obligation involved.

Ademi LLP
Guri Ademi
Toll Free: (866) 264-3995
Fax: (414) 482-8001

SOURCE Ademi LLP