The Ademi Firm is investigating Paragon 28 (NYSE: FNA) for possible breaches of fiduciary duty and other violations of law in its transaction with Zimmer Biomet.
Click here to learn how to join our investigation and obtain additional information or contact us at gademi@ademilaw.com or toll-free: 866-264-3995. There is no cost or obligation to you.
In the transaction, Paragon 28 shareholders will receive only $13.00 per share in cash, corresponding to an equity value of approximately $1.1 billion and an enterprise value of approximately $1.2 billion. Paragon 28 shareholders will also receive a non-tradeable contingent value right (CVR) entitling the holder to receive up to $1.00 per share in cash if certain revenue milestones are achieved. The CVR will be payable in whole or in part if net sales exceed $346 million up to $361 million (with the CVR payments calculated linearly between $0.00 and $1.00 if net sales are between $346 million and $361 million) during Zimmer Biomet’s fiscal year 2026. Paragon 28 insiders will receive substantial benefits as part of change of control arrangements.
The transaction agreement unreasonably limits competing transactions for Paragon 28 by imposing a significant penalty if Paragon 28 accepts a competing bid. We are investigating the conduct of the Paragon 28 board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.
We specialize in shareholder litigation involving buyouts, mergers, and individual shareholder rights. For more information, please feel free to call us. Attorney advertising. Prior results do not guarantee similar outcomes.
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