Trium Capital Opposes Acelyrin (NASDAQ: SLRN)–Alumis Merger, Citing Undervalued Deal and Governance Concerns
Summary
Trium Capital, a shareholder of Acelyrin, opposes the proposed merger with Alumis, arguing it significantly undervalues Acelyrin’s assets—particularly its $448 million net cash position—and offers shareholders less than even a conservative liquidation scenario. Trium contends the deal unjustly forces shareholders to accept a steep discount to cash, lacks clear synergies, and fails to justify the speculative upside tied to Alumis’s pipeline. The firm criticizes Acelyrin’s strategic review as biased, delayed in considering liquidation, and compromised by conflicts of interest, including board members and advisors with ties to Alumis. It also raises concerns about the adoption of a poison pill influenced by Alumis, and the board’s dismissal of better proposals, such as one from Concentra. Trium concludes the deal serves Alumis’s capital needs more than Acelyrin’s strategic interests and urges shareholders to vote against the transaction in favor of potentially greater value through liquidation.
Source:
https://www.sec.gov/Archives/edgar/data/1962918/000196386025000015/Exhibit1.pdf
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