This case was last updated from U.S. District Courts on 12/04/2021 at 07:33:41 (UTC).

Hopkins v. Dicerna Pharmaceuticals Inc. et al

Case Summary

On December 3, 2021, Matthew Hopkins (“Plaintiff”), represented by Carol S. Shahmoon and Gina M. Serra of Rigrodsky Law, P.A., filed a civil action against Dicerna Pharmaceuticals Inc. (“Dicerna” or the “Company”), Novo Nordisk A/S (“Parent”), NNUS New Research, Inc. (“Purchaser”), Douglas M. Fambrough III, J. Kevin Buchi, and others (collectively, the “Defendants”), seeking declaratory and injunctive relief along with costs and attorney’s fees, for allegedly omitting the material information in the Solicitation Statement, causing statements therein to be materially incomplete and misleading. This case was filed in the U.S. District Court in the Southern District of New York. 

 

In the complaint, Plaintiff alleged that, “On November 17, 2021, Dicerna’s Board of Directors (the “Board” or “Individual Defendants”) caused the Company to enter into an agreement and plan of merger (the “Merger Agreement”) with Parent and Purchaser. Pursuant to the terms of the Merger Agreement, Purchaser commenced a tender offer (the “Tender Offer”) to purchase all of Dicerna’s outstanding common stock for $38.25 in cash per share. The Tender Offer is set to expire on December 23, 2021.”

 

Plaintiff further alleged that, “On November 24, 2021, defendants filed a Solicitation/Recommendation Statement (the “Solicitation Statement”) with the United States Securities and Exchange Commission (“SEC”) in connection with the Proposed Transaction.”

 

Plaintiff also alleged that, “The Solicitation Statement omits material information with respect to the Proposed Transaction, which renders the Solicitation Statement false and misleading. Accordingly, plaintiff alleges herein that defendants violated Sections 14(e), 14(d), and 20(a) of the Securities Exchange Act of 1934 (the “1934 Act”) in connection with the Solicitation Statement.”

 

Plaintiff lists out three claims for relief. The first claim is for violation of Section 14(e) of the 1934 Act. The second claim is for violation of 14(d) of the 1934 Act, and the third claim is for violation of Section 20(a) of the 1934 Act. Plaintiff alleged that, “Defendants knowingly or with deliberate recklessness omitted the material information identified above in the Solicitation Statement, causing statements therein to be materially incomplete and misleading.”

 

In the prayer for relief, Plaintiff requested the court to enjoin Defendants from proceeding with the Proposed Transaction and in the event Defendants consummate the Proposed Transaction, rescind it and set it aside or award rescissory damages. Further, Plaintiff requested the court to direct the Individual Defendants to file a Solicitation Statement that does not contain any untrue statements of material fact and that states all material facts and declare that defendants violated Sections 14(e), 14(d), and 20(a) of the 1934 Act, as well as Rule 14a-9 promulgated thereunder. Plaintiff further requested for the costs of this action and further relief as the court may deem just and proper.

 

This case summary may not reflect the current position of the parties to this litigation or the status of this case. Sign up to view the latest case updates and court documents.

Case Details Parties Documents Dockets

 

Case Details

  • Case Number:

    1:21-CV-10345

  • Filing Date:

    12/03/2021

  • Case Status:

    Pending - Other Pending

  • Case Type:

    Finance - Security/Commodity/Exchange

 

Party Details

Plaintiff

Matthew Hopkins

Defendants

Dicerna Pharmaceuticals Inc.

Douglas M. Fambrough, III

J. Kevin Buchi

Stephen Doberstein

Martin Freed

Patrick Gray

Stephen J. Hoffman

Adam M. Koppel

Marc Kozin

Cynthia Smith

Novo Nordisk A/S

NNUS New Research, Inc.

Attorney/Law Firm Details

Plaintiff Attorney

Gina M. Serra

Attorney at Rigrodsky Law, P.A.

825 East Gate Boulevardsuite 300

Garden City, NY 11530

 

Court Documents

#1

(#1) COMPLAINT against J. Kevin Buchi, Dicerna Pharmaceuticals Inc., Stephen Doberstein, Douglas M. Fambrough, III, Martin Freed, Patrick Gray, Stephen J. Hoffman, Adam M. Koppel, Marc Kozin, NNUS New Research, Inc., Novo Nordisk A/S, Cynthia Smith. (Filing Fee $ 402.00, Receipt Number ANYSDC-25422131)Document filed by Matthew Hopkins..(Serra, Gina) (Entered: 12/03/2021)

#2

(#2) CIVIL COVER SHEET filed..(Serra, Gina) (Entered: 12/03/2021)

 

Docket Entries

  • 12/03/2021
  • View Court Documents
  • Docket(#2) CIVIL COVER SHEET filed..(Serra, Gina) (Entered: 12/03/2021)

    Read MoreRead Less
  • 12/03/2021
  • View Court Documents
  • Docket(#1) COMPLAINT against J. Kevin Buchi, Dicerna Pharmaceuticals Inc., Stephen Doberstein, Douglas M. Fambrough, III, Martin Freed, Patrick Gray, Stephen J. Hoffman, Adam M. Koppel, Marc Kozin, NNUS New Research, Inc., Novo Nordisk A/S, Cynthia Smith. (Filing Fee $ 402.00, Receipt Number ANYSDC-25422131)Document filed by Matthew Hopkins..(Serra, Gina) (Entered: 12/03/2021)

    Read MoreRead Less
related-case-search

Dig Deeper

Get Deeper Insights on Court Cases


Latest cases represented by Lawyer Gina M. Serra