The stockholders, led by Adolphina van Barel, accused Orthovita and its management of breaching their fiduciary duties in their pursuit of the deal, “pursuant to an unfair price, an unfair process, and through a materially misleading recommendation statement,” according to the complaint.
Earlier this month Stryker offered to pay $3.85 per share in cash for Orthovita, a 41 percent premium on VITA’s closing price of $2.73 per share the last trading day before the deal was announced. A tender offer for the shares kicked off last week, set to expire at midnight June 24.
The case is the second purported class-action suit VITA shareholders have filed to stop the merger. A group by Andrew Thorn accused the two companies and Orthovita’s board of breaching its fiduciary duty in agreeing to the deal and charges Stryker with abetting that breach in a lawsuit filed in late May.
Orthovita makes a suite of products for the fusion, regeneration and fracture fixation of human bone, including Vitoss, a bone graft substitute, and Cortoss, a bone augmentation material.