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Case Status:    DISMISSED    
On or around 09/05/2018 (Notice of voluntarily dismissal)

Filing Date: July 26, 2018

According to the Complaint, Juniper Pharmaceuticals, Inc. ("Juniper" or the "Company") is a diversified healthcare company with two core businesses: its Crinone franchise and its fee-for-service pharmaceutical development and manufacturing business, Juniper Pharma Services (“JPS”).

On July 3, 2018, Juniper issued a press release announcing that it had entered into an Agreement and Plan of Merger (the “Merger Agreement”) to sell Juniper to Catalent Pharma Solutions, Inc. Under the terms of the Merger Agreement, on July 17, 2018, Merger Sub commenced the Tender Offer to purchase all outstanding shares of Juniper for $11.50 in cash per share of Juniper’s common stock (the “Offer Price”). The Tender Offer is scheduled to expire 12:00 midnight, New York City time, at the end of August 13, 2018. The Proposed Transaction is valued at approximately $139.6 million.

On July 17, 2018, Juniper filed a Solicitation/Recommendation Statement on Schedule 14D-9 (the “Recommendation Statement”) with the SEC. The Complaint alleges that the Recommendation Statement, which recommends that Juniper stockholders tender their shares in favor of the Proposed Transaction, omits or misrepresents material information concerning, among other things: (i) Juniper management’s financial projections, utilized by the Company’s financial advisor in its financial analyses (the “Management Projections”); (ii) the data and inputs underlying the financial valuation analyses that support the fairness opinion provided by the Company's financial advisor; and (iii) the sale process that resulted in the Proposed Transaction. The failure to adequately disclose such material information constitutes a violation of Sections 14(d), 14(e) and 20(a) of the Exchange Act as Juniper stockholders need such information in order to make a fully informed decision whether to tender their shares in support of the Proposed Transaction or seek appraisal.

This case was voluntarily dismissed on September 5, 2018.


Sector: Healthcare
Industry: Biotechnology & Drugs
Headquarters: United States


Ticker Symbol: JNP
Company Market: NASDAQ
Market Status: Public (Listed)

About the Company & Securities Data

"Company" information provides the industry and sector classification and headquarters state for the primary company-defendant in the litigation. In general, "Securities" information provides the ticker symbol, market, and market status for the underlying securities at issue in the litigation.

In most cases, the primary company-defendant actually issued the securities that are the subject of the litigation, and the securities information and company information relate to the same entity. In a small subset of cases, however, the primary company-defendant is not the issuer (for example, cases against third party brokers/dealers), and the securities information and company information do not relate to the same entity.
COURT: D. Massachusetts
DOCKET #: 18-CV-11584
JUDGE: Hon. Patti B. Saris
DATE FILED: 07/26/2018
CLASS PERIOD END: 07/26/2018
  1. Matorin Law Office, LLC
  2. WeissLaw LLP
No Document Title Filing Date
—Reference Complaint Complaint Related Data is not available
—Related District Court Filings Data is not available