Solmate's Largest Outside Shareholder RBCH Sues Leadership Over $300M PIPE Financing and Share Dilution

RBCH, Solmate's largest outside shareholder holding approximately 22.74% of parent company Brera Holdings, has sued the company's officers and directors, alleging breaches of fiduciary duty, misleading statements and self-dealing. RBCH led Solmate's September 2025 PIPE financing, contributing US$50 million of the US$300 million transaction.

The lawsuit challenges specific insider transactions, including the purchase of roughly 2.298 million Class B shares by directors Ron Sade and Keren Maimon at US$4.97 each, alleging the deal diluted existing shareholders by approximately 20%. According to the complaint, company leadership also approved advisory agreements benefiting board-connected individuals. The action follows Solmate's rejection of a competitor takeover offer and comes as the company trades at roughly 50% discount to net asset value.