M&A - Kent Lake PR LLC

Form Type: DFAN14A

Filing Date: 2025-04-30

Corporate Action: Merger

Type: New

Accession Number: 000153949725001246

Filing Summary: Kent Lake PR LLC and its affiliated entities are issuing a solicitation for proxies in relation to the Merger of Quanterix Corporation with Akoya Biosciences. They express significant concern over Quanterix's handling of the merger agreement, particularly regarding the decision to prevent shareholders from voting on the matter. Kent Lake maintains that there has been considerable public shareholder opposition to the merger, with previous vote reports indicating substantial dissent among shareholders. They highlight a 48% decline in Quanterix's stock price post-announcement of the merger and argue that the Board's actions demonstrate a disregard for shareholder interests. Kent Lake is advocating for the election of three new board members they believe are qualified and accountable, emphasizing the necessity for changes in the boardroom to better reflect shareholder concerns.

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Form Type: DFAN14A

Filing Date: 2025-04-24

Corporate Action: Merger

Type: New

Accession Number: 000153949725001214

Filing Summary: Kent Lake Partners LP has filed a definitive proxy statement and accompanying GOLD proxy card with the SEC to solicit votes opposing proposals at a special meeting of Quanterix Corporation regarding its merger with Akoya Biosciences, Inc. Additionally, Kent Lake Partners plans to solicit votes for its director nominees at the upcoming annual meeting. The document indicates that Kent Lake PR LLC and others are involved in the proxy solicitation process. Kent Lake Partners beneficially owns 3,001,000 shares of Quanterix's Common Stock. The proxy solicitation is intended to provide shareholders with important information about the merger and director elections.

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Form Type: DFAN14A

Filing Date: 2025-04-22

Corporate Action: Merger

Type: New

Accession Number: 000153949725001197

Filing Summary: Kent Lake Partners LP has filed a definitive proxy statement with the SEC to solicit votes against proposals at a special meeting of stockholders of Quanterix Corporation regarding a proposed merger with Akoya Biosciences, Inc. Additionally, Kent Lake Partners plans to file another proxy statement for the election of its director nominees at the 2025 annual meeting of stockholders. The document emphasizes the importance for shareholders to read the proxy statement and materials as they will contain critical information. Kent Lake Partners beneficially owns 3,001,000 shares of Quanterix's common stock, and Kent Lake PR LLC may also be deemed to own these shares through its partnership with Kent Lake Partners. Key participants in this proxy solicitation include Kent Lake Partners, Kent Lake PR LLC, and Benjamin Natter, along with other nominees involved in the upcoming institutional voting.

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Form Type: DFAN14A

Filing Date: 2025-04-21

Corporate Action: Merger

Type: New

Accession Number: 000153949725001180

Filing Summary: Kent Lake Partners LP has filed a definitive proxy statement and accompanying GOLD proxy card to solicit votes against the proposals at a special meeting of stockholders of Quanterix Corporation, which pertains to an agreement and plan of merger with Akoya Biosciences, Inc. The document highlights Kent Lake's intention to oppose the merger and includes details of their plans to elect their own slate of director nominees at the upcoming 2025 annual meeting. The solicitation materials are supported by an Investor Presentation and additional materials uploaded to SaveQTRX.com. Kent Lake Partners holds 3,001,000 shares of the company's common stock, and Kent Lake PR LLC is involved in the proxy solicitation as the general partner and investment adviser to Kent Lake Partners. The proxy materials will be available for shareholders with important information to guide their voting decisions.

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Form Type: DEFC14A

Filing Date: 2025-04-17

Corporate Action: Merger

Type: New

Accession Number: 000153949725001149

Filing Summary: Kent Lake Partners LP is soliciting Quanterix Corporation stockholders to vote against the proposed merger with Akoya Biosciences, Inc. at the special meeting scheduled for May 13, 2025. The proxy statement details Kent Lake's resistance to the merger, asserting that it is not in the best interests of Quanterix stockholders due to concerns over valuation discrepancies and potential risks to the company’s financial strength. The merger involves Quanterix acquiring Akoya in an all-stock transaction, wherein Akoya shareholders would receive shares of Quanterix's stock at an exchange ratio of 0.318. Kent Lake argues that the merger's terms represent a transfer of value away from Quanterix’s shareholders to Akoya's shareholders. The opposition is based on several assertions, including the belief that the merger undermines Quanterix’s long-term growth potential, particularly in the Alzheimer’s diagnostic sector, and introduces unnecessary risks to Quanterix’s balance sheet. Kent Lake explains that the merger terms are unfair and that projected revenue increases post-merger are unrealistic, calling for stockholders to reject the merger proposals in favor of preserving Quanterix’s standalone value.

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Form Type: PREC14A

Filing Date: 2025-03-31

Corporate Action: Merger

Type: Preliminary

Accession Number: 000153949725001086

Filing Summary: Kent Lake Partners LP is soliciting proxies from stockholders of Quanterix Corporation to vote against the proposed merger with Akoya Biosciences, Inc. The merger agreement entailed that a subsidiary of Quanterix would merge with Akoya, leading to Akoya becoming a wholly owned subsidiary of Quanterix. Kent Lake opposes the merger, citing concerns about value destruction for Quanterix stockholders, with the merger terms seemingly favoring Akoya's stockholders over Quanterix's. They argue the deal represents an unjustifiable valuation disparity, introduces unnecessary risks, and maintains that the merger process is tainted by undisclosed conflicts of interest among certain board members. They encourage stockholders to consider the detrimental effects the merger could have on the company’s financial position, citing a significant drop in share prices since the announcement and asserting that the merger would only exacerbate existing issues regarding Quanterix's cash flow and operational risk. They plan to vote against proposals regarding the issuance of shares related to the merger at a special meeting on May [●], 2025, where stockholders can also reconsider their previous votes.

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Form Type: DFAN14A

Filing Date: 2025-03-17

Corporate Action: Merger

Type: New

Accession Number: 000153949725000952

Filing Summary: Kent Lake PR LLC, representing Kent Lake Partners LP, has filed a preliminary proxy statement to solicit votes regarding the election of director nominees at Quanterix Corporation's 2025 annual stockholder meeting. Kent Lake holds 7.47% of Quanterix's outstanding common stock and opposes Quanterix's proposed merger with Akoya Biosciences, arguing that the terms significantly undervalue Quanterix shareholders compared to Akoya shareholders. Kent Lake raises critical concerns, including inequitable value distribution favoring Akoya shareholders, potential conflicts of interest involving a board member linked to Akoya, uncertainties around NIH funding affecting merger projections, and questioning the decision-making process of the Quanterix Board. They aim to ensure shareholders are fully informed about the proposed merger before casting their votes, advocating for a reevaluation of the merger terms given these issues.

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Form Type: DFAN14A

Filing Date: 2025-03-11

Corporate Action: Merger

Type: Update

Accession Number: 000153949725000890

Filing Summary: Kent Lake PR LLC issued a presentation opposing Quanterix Corporation's proposed merger with Akoya Biosciences, arguing that the transaction undervalues Quanterix significantly. The merger, according to Kent Lake, is a bailout for Akoya, which has seen Quanterix's stock decline nearly 40% since the announcement. Detailed concerns raised include that Quanterix ended up bidding against itself due to other potential buyers walking away, linking this to issues of profitability and cash burn. Kent Lake highlights the unnecessary risks entering into the merger poses, especially with anticipated NIH funding cuts affecting Akoya's stability. They accuse the incumbent Quanterix Board of failing shareholders and compromising fiduciary duties, particularly due to undisclosed conflicts of interest. Kent Lake has nominated independent candidates for the Board to advocate better representation for shareholders and believes rejecting the merger could unlock greater future value for Quanterix.

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Form Type: DFAN14A

Filing Date: 2025-03-03

Corporate Action: Merger

Type: Update

Accession Number: 000153949725000823

Filing Summary: Kent Lake PR LLC has nominated three independent candidates for election to Quanterix Corporation's Board of Directors at the upcoming 2025 Annual Meeting. Kent Lake is urging shareholders to oppose the proposed merger with Akoya Biosciences, which they believe will dilute existing shares and misallocate capital. The nominees include Alexander G. Dickinson, an expert in life science tools; Bruce Felt, a financial leader with experience in multiple technology firms; and Hakan Sakul, a specialist in precision medicine and clinical diagnostics. Kent Lake emphasizes the need for a restructured board to focus on the company's growth opportunities and shareholder value, suggesting that the current board fails to act in the best interests of shareholders during the merger pursuit. They argue that their nominees could help realign the company towards its core competencies.

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Form Type: SCHEDULE 13D

Filing Date: 2025-02-13

Corporate Action: Acquisition

Type: New

Accession Number: 000153949725000510

Filing Summary: Kent Lake PR LLC filed Schedule 13D reporting their ownership of 2,277,954 shares of Quanterix Corporation, representing approximately 5.91% of the outstanding common stock. The shares were purchased for about $21,676,855 based on the belief that they are undervalued. The filing highlights their concerns regarding Quanterix's proposed acquisition of Akoya Biosciences, which they believe is not in the best interests of shareholders. A Stockholder Letter addressing these concerns was also delivered to shareholders on February 13, 2025. The Reporting Persons have expressed intentions to possibly increase or decrease their positions based on market conditions and may engage in discussions regarding the Issuer's strategies and performance.

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