The law firm said Safety shareholders would receive $105 a share in cash and is examining whether the board met its fiduciary duties in agreeing to the transaction.
Ademi LLP said it is investigating Safety over possible breaches of fiduciary duty and other legal violations tied to the company’s recently announced transaction with Mapfre. The firm said Safety shareholders are set to receive $105 per share in an all-cash deal valued at approximately $1.54 billion, while Safety insiders will receive substantial benefits under change of control arrangements. Ademi also said the merger agreement restricts rival bids by imposing a significant penalty if Safety accepts a competing offer, and that it is reviewing whether the board of directors is fulfilling its fiduciary duties (legal duty to act in shareholders’ interests) to all shareholders.