Legal Showdown Looms as Mayne Pharma Faces Cross-Claim from Cosette
Mayne Pharma rejects Cosette Pharmaceuticals’ claims of valid termination of their scheme deal, setting the stage for a September court showdown while urging shareholders to back the scheme in June.
- Cosette alleges valid termination of scheme implementation deed and seeks break fee and damages
- Mayne Pharma disputes termination claims and denies allegations of misleading conduct
- Court hearing scheduled for 9 September 2025 to resolve dispute
- Scheme meeting remains set for 18 June 2025 with directors recommending shareholder approval
- Mayne Pharma intends to vigorously defend its position and enforce rights under the scheme
Background of the Dispute
Mayne Pharma Group Limited (ASX – MYX) has provided a detailed update on its ongoing legal dispute with Cosette Pharmaceuticals, Inc. The conflict centers on Cosette’s attempts to terminate a scheme implementation deed (SID) agreed in February 2025. Cosette issued two termination notices in June, each citing different grounds for ending the agreement, including alleged breaches by Mayne Pharma.
In response, Mayne Pharma has firmly rejected the validity of these termination claims and initiated proceedings in the New South Wales Supreme Court to determine whether the SID remains in force. The company also denies allegations of misleading or deceptive conduct raised by Cosette in a cross-claim.
Legal Proceedings and Timetable
The court has set a hearing date for 9 September 2025, where all claims and counterclaims will be considered together. Cosette is seeking a declaration that the SID has been validly terminated, along with orders for Mayne Pharma to pay a break fee and unspecified damages. Mayne Pharma, meanwhile, is preparing to vigorously defend its position and enforce its contractual rights.
This legal battle introduces uncertainty around the future of the scheme, which remains a critical transaction for both companies. Despite the dispute, Mayne Pharma has confirmed that the scheme meeting will proceed as planned on 18 June 2025, urging shareholders to vote in favor of the scheme resolution.
Shareholder Implications and Company Position
Mayne Pharma’s board continues to unanimously recommend the scheme, subject to the absence of a superior proposal and the ongoing endorsement of an independent expert. Directors who hold shares have committed to voting in favor, signaling confidence in the transaction’s value proposition despite the legal challenges.
Shareholders are encouraged to review all scheme-related documents carefully and participate in the upcoming meeting either in person or via proxy. The company has also provided dedicated contact channels for shareholder inquiries, underscoring its commitment to transparency during this contentious period.
Looking Ahead
The outcome of the September court hearing will be pivotal in determining whether the scheme proceeds as intended or faces further disruption. Meanwhile, the June shareholder vote will serve as an important barometer of investor sentiment amid the ongoing dispute. Mayne Pharma’s ability to navigate this legal and corporate challenge will be closely watched by the market and industry observers alike.
Bottom Line?
The September court hearing will be a decisive moment for Mayne Pharma’s scheme and its future corporate strategy.
Questions in the middle?
- Will the court uphold Cosette’s termination claims or validate Mayne Pharma’s position?
- What financial impact could the break fee and damages claims have on Mayne Pharma?
- How will shareholder sentiment at the June meeting influence the scheme’s prospects?
