According to the Complaint, Tetraphase Pharmaceuticals, Inc. is a biopharmaceutical company that uses its proprietary chemistry technology to create novel tetracyclines for serious and life-threatening conditions, including infections caused by many of the multidrug-resistant bacteria highlighted as urgent public health threats by the World Health Organization and the Centers for Disease Control and Prevention. The Company has created more than 3,000 novel tetracycline compounds using its proprietary technology platform.

This action stems from a proposed transaction announced on June 24, 2020, pursuant to which Tetraphase Pharmaceuticals, Inc. will be acquired by La Jolla Pharmaceutical Company. On June 24, 2020, Tetraphase’s Board of Directors caused the Company to enter into an agreement and plan of merger with La Jolla.

On June 29, 2020, Defendants filed a Solicitation/Recommendation Statement with the United States Securities and Exchange Commission in connection with the Proposed Transaction. The Complaint alleges that the Solicitation Statement omits material information with respect to the Proposed Transaction, which renders the Solicitation Statement false and misleading.