Icosavax, Inc. Investigation

We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of Icosavax, Inc. (“Icosavax” or the “Company”) (NASDAQ: ICVX), in connection with its acquisition by a subsidiary of AstraZeneca via tender offer. Under the merger agreement, the Company’s shareholders will receive $15.00 per share, plus a non-tradable contingent value right (“CVR”) for up to $5.00 per share.

Weiss Law is investigating whether (i) the Icosavax board acted in the best interests of Company shareholders in agreeing to the merger, (ii) the $15.00 merger consideration adequately compensates Icosavax shareholders, and (iii) all information regarding the sales process and valuation of the transaction will be fully and fairly disclosed. Notably, the merger consideration is below the $26.50 median price target set by analysts, and at least one analyst set a price target for the Company of $30 per share, $15.00 above the merger price.

Weiss Law has litigated hundreds of stockholder class and derivative actions for violations of corporate and fiduciary duties. We have recovered over a billion dollars for defrauded clients and obtained important corporate governance relief in many of these cases. If you have information or would like legal advice concerning possible corporate wrongdoing (including insider trading, waste of corporate assets, accounting fraud, or materially misleading information), consumer fraud (including false advertising, defective products, or other deceptive business practices), or anti-trust violations, please email us at stockinfo@weisslawllp.com

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March 4, 2021

Five Prime Therapeutics, Inc. Investigation

We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of Five Prime Therapeutics, Inc. (“Five Prime” or the “Company”) (NASDAQ: FPRX) in connection with the proposed acquisition of the Company by Amgen Inc. (NASDAQ: AMGN). The transaction is structured as an all-cash tender offer pursuant to which the Company’s shareholders will receive $38.00 for each share of Five Prime common stock that they hold.

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March 3, 2021

The Michaels Companies Investigation

We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of The Michaels Companies, Inc. (“Michaels” or the “Company”) (NASDAQ: MIK) in connection with the proposed acquisition of the Company by Apollo Global Management, Inc. (“Apollo”) (NYSE: APO). The transaction is structured as an all-cash tender offer pursuant to which the Company’s shareholders will receive $22.00 for each share of Michaels common stock that they hold.

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March 2, 2021

Communications Systems, Inc. Investigation

We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of Communications Systems, Inc. (“CSI” or the “Company”) (NASDAQ: JCS) in connection with the Company’s proposed merger with Pineapple Energy, LLC (“Pineapple”), a privately-held U.S. operator and consolidator of residential solar, battery storage, and grid services solutions. Under the terms of the merger agreement, CSI and Pineapple will combine through a reverse merger that will result in the combined company continuing to trade on the Nasdaq Capital Market under the new ticker symbol “PEGY.” In conjunction with the merger, CSI intends to divest substantially all its current operating and non-operating assets. CSI expects the sale proceeds from any pre-merger divestitures to be distributed in the form of a cash dividend to existing CSI shareholders prior to the effective date of the merger. In addition, CSI expects to distribute to the pre-merger shareholders a cash dividend of at least $1.00 per share prior to the closing of the merger. Moreover, under the terms of the merger agreement, (i) each CSI shareholder as of the merger record date, will receive Contingent Value Rights (“CVRs”) that reflect the right to receive that shareholder’s percentage of the net proceeds from the sale of legacy CSI businesses and assets, after the closing; and (ii) current CSI shareholders will retain shares in the combined company, initially holding approximately 37% of total shares outstanding.

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