Ademi LLP said it is investigating whether LXP’s board fulfilled its fiduciary duties in the Brookfield and CPP Investments sale and cited deal terms that could deter rival bids.
Brookfield Asset Management and Canada Pension Plan Investment Board have agreed to acquire LXP Industrial Trust in an all-cash transaction valued at about $5.2 billion, including net debt and preferred equity, with shareholders set to receive $61.20 per share. The deal would expand the buyers’ exposure to warehouse and logistics real estate tied to distribution and supply-chain demand. Ademi LLP said on July 20 it is investigating LXP for possible breaches of fiduciary duty and other violations of law tied to the transaction, including whether the board is fulfilling its duties to all shareholders. The law firm said the merger agreement includes a significant penalty if LXP accepts a competing bid and said LXP insiders will receive substantial benefits under change-of-control arrangements.