According to the Complaint, this action stems from a proposed transaction announced on September 17, 2018 (the “Proposed Transaction”), pursuant to which Senomyx, Inc. (“Senomyx” or the “Company”) will be acquired by Firmenich Incorporated.
Senomyx discovers novel flavor ingredients and natural high intensity sweeteners that allow food and beverage companies to create products. Under its direct sales program, Senomyx sells its Complimyx® brand flavor ingredients, Sweetmyx®, Savorymyx®, and Bittermyx®, to flavor companies for use in a wide variety of foods and beverages.
On September 16, 2018, Senomyx’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 Firmenich. On October 4, 2018, Defendants filed a Solicitation/Recommendation Statement (the “Solicitation Statement”) with the United States Securities and Exchange Commission (“SEC”) in connection with the Proposed Transaction. The Complaint alleges that the Solicitation Statement omits material information with respect to the Proposed
Transaction, which renders the Solicitation Statement false and misleading.