Jan. 30 at 5:04 PM
$MRNS Continued
Litigation
The Demand Letters generally allege that the Company and its directors violated federal securities laws by failing to disclose allegedly material information in the Schedule 14D-9. The Complaints allege that the Company and its directors violated New York common law by including allegedly materially false and misleading statements and failing to disclose allegedly material information in the Schedule 14D-9. Each of the Complaints seeks to enjoin or rescind the Transactions and requests attorneys’ fees and damages in an unspecified amount. The Company believes these allegations are without merit and intends to defend against them vigorously. The Company has also received two demands for books and records pursuant to Section 220 of the Delaware General Corporation Law. Each of the demands seeks books and record related to the Company’s entry into the Merger Agreement, the independence and disinterestedness of the Board of Directors