Onyx Pharmaceuticals, Inc. Shareholder Litigation Website
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Welcome to the Onyx Pharmaceuticals, Inc. Shareholder Litigation Website

This website has been established to provide general information regarding the Onyx Pharmaceuticals, Inc.("Onyx") Shareholder Litigation, pending in the Superior Court of California, County of San Mateo (the "Court"). The capitalized terms used on this website and not defined herein shall have the same meanings ascribed to them in the Order Granting Class Certification dated April 10, 2015.

If you were a holder of Onyx common stock who received consideration for their shares in the Acquisition of Onyx by Amgen at the price of $125.00 per share who is neither a named defendant in this action nor any person, firm, trust, corporation or other entity related to or affiliated with any defendant, then you are a member of the Class unless you request exclusion there from as provided in the Notice of Pendency of Class Action (to Plaintiff Class) (the "Notice").

Plaintiffs’ Consolidated Class Action Complaint For Breach of Fiduciary Duty alleges that Defendants breached their fiduciary duties of loyalty, good faith and full disclosure owed to the shareholders of Onyx in connection with the sale of Onyx to Amgen by failing to take steps to maximize the value of Onyx stock, failing to appropriately protect shareholders from the multiple conflicts of interest at play with Onyx’s Board, agreeing to unreasonably preclusive deal protection provisions, and failing to fully disclose all material facts related to the Acquisition.

Defendants have denied and continue to deny any wrongdoing in this case and believe that Plaintiff’s claims are without merit. Specifically, Defendants contend that the members of Onyx’s Board of Directors did not breach their fiduciary duties in selling Onyx to Amgen and that the Acquisition was fair to Plaintiff and the Class, because, among other things, the sale process was managed by an independent and un-conflicted Board which retained an independent financial advisor to review and opine upon the fairness of the transaction to the stockholders; the Board ran a ten-week process which included a market check; and the consideration – $125 per share – represented a 44% premium above the unaffected market price of the shares.

The Court has not yet ruled on the merits of Plaintiff’s claims or Defendants’ defenses. Following the Court’s ruling on Defendants’ demurrer, on January 30, 2015, after discovery, briefing and argument, the Court granted Plaintiff’s Motion for Class Certification and determined that this action may be maintained as a class action. On February 20, 2015, the Court held a hearing and appointed Plaintiff as Class representative and Plaintiff’s counsel, Robbins Geller Rudman & Dowd LLP and Block & Leviton LLP as counsel for the Class.

Although the information in this website is intended to assist you, it does not replace the information contained in the the Notice of Pendency of Class Action (to Plaintiff Class,  which can be found and downloaded by clicking on the Case Documents tab above. We recommend that you read the Notice and other relevant case documents carefully.