RBCH, the largest outside shareholder of Solmate Infrastructure, has filed a lawsuit in New York against the company's officers and directors, alleging breaches of fiduciary duty, misleading statements and self-dealing. The legal action claims that company leadership approved a series of insider-favouring transactions that reduced shareholder value, including advisory arrangements and a disputed share issuance. RBCH, an investment vehicle associated with RockawayX chief executive Viktor Fischer, owns approximately 22.74% of Brera Holdings, Solmate's parent company. The lawsuit follows Brera's decision to reject a takeover offer from competitor Forward that carried a 30% premium for shareholders, as Solmate trades at a discount of around 50% to net asset value and continues to underperform both peers and Solana itself.
RBCH Files Lawsuit Against Solmate Leadership
RBCH was a key backer of Solmate's September 2025 PIPE financing, leading the US$300 million (AU$429 million) transaction and contributing US$50 million (AU$71.5 million). The lawsuit alleges that company leadership approved a series of arrangements that enriched insiders while diminishing shareholder value. Fischer criticised the board's management of the business as Solmate faces scrutiny over both governance and market performance.
Disputed Share Issuance and Insider Transactions
RBCH alleges that certain insiders sold shares while other investors remained locked up and that advisory agreements benefited individuals connected to the board. The complaint additionally challenges the purchase of roughly 2.298 million Class B shares by directors Ron Sade and Keren Maimon at US$4.97 (AU$7.11) each. According to the lawsuit, the deal diluted existing shareholders by approximately 20%.
Solmate's Market Performance and Governance Challenges
Solmate holds around 2 million SOL and has seen its share price fall about 78% since the beginning of the year, compared with a 50% decline in Solana over the same period. The company is trading at a discount of around 50% to net asset value, according to Fischer. The legal challenge comes after Brera rejected a takeover offer from competitor Forward that carried a 30% premium for shareholders.
FAQ
What did RBCH allege in the lawsuit against Solmate Infrastructure?
RBCH alleged that Solmate's officers and directors breached fiduciary duties, issued misleading statements and engaged in self-dealing. The lawsuit claims that company leadership approved insider-favouring transactions that reduced shareholder value, including advisory arrangements and a disputed share issuance involving directors Ron Sade and Keren Maimon purchasing roughly 2.298 million Class B shares at US$4.97 each, which allegedly diluted existing shareholders by approximately 20%.
How has Solmate Infrastructure performed in the market?
Solmate's share price has fallen about 78% since the beginning of the year, compared with a 50% decline in Solana over the same period. The company is trading at a discount of around 50% to net asset value, according to RBCH's Viktor Fischer. Solmate holds around 2 million SOL.
What was RBCH's role in Solmate's financing?
RBCH was a key backer of Solmate's September 2025 PIPE financing, leading the US$300 million (AU$429 million) transaction and contributing US$50 million (AU$71.5 million). RBCH, an investment vehicle associated with RockawayX chief executive Viktor Fischer, owns approximately 22.74% of Brera Holdings, Solmate's parent company.
