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Shareholder Alert: The Ademi Firm investigates whether Civitas Resources Inc. is obtaining a Fair Price for its Public Shareholders
Prnewswire· 2025-11-03 16:20
Core Viewpoint - The Ademi Firm is investigating Civitas for potential breaches of fiduciary duty and other legal violations related to its transaction with SM Energy, which involves a share exchange agreement [1][3]. Group 1: Transaction Details - Each Civitas share will be exchanged for 1.45 shares of SM Energy common stock, resulting in SM Energy stockholders owning approximately 48% and Civitas stockholders owning approximately 52% of the combined company on a fully diluted basis [2]. - Civitas insiders are set to receive substantial benefits as part of the change of control arrangements [2]. Group 2: Investigation Focus - The transaction agreement imposes significant penalties on Civitas for accepting competing bids, which raises concerns about the board's fulfillment of fiduciary duties to all shareholders [3].
Shareholder Alert: The Ademi Firm investigates whether Jamf Holding Corp. is obtaining a Fair Price for its Public Shareholders
Prnewswire· 2025-10-29 14:27
Core Insights - The Ademi Firm is investigating Jamf for potential breaches of fiduciary duty and other legal violations related to its transaction with Francisco Partners [1][2] - Jamf shareholders are set to receive $13.05 per share in cash, which values the company at approximately $2.2 billion [2] - The transaction agreement includes provisions that significantly limit competing offers for Jamf, imposing penalties if a competing bid is accepted [2] Company and Transaction Details - Jamf insiders are expected to receive substantial benefits as part of the change of control arrangements [2] - The investigation focuses on whether the Jamf board of directors is fulfilling their fiduciary duties to all shareholders amidst the transaction [2]
Shareholder Alert: The Ademi Firm investigates whether Olympic Steel Inc. is obtaining a Fair Price for its Public Shareholders
Prnewswire· 2025-10-29 01:02
Core Viewpoint - The Ademi Firm is investigating Olympic Steel for potential breaches of fiduciary duty and other legal violations related to its transaction with Ryerson, which involves a share exchange that may not be in the best interest of shareholders [1][3]. Group 1: Transaction Details - Olympic Steel shareholders will receive 1.7105 Ryerson shares for each Olympic Steel share, resulting in them owning approximately 37% of the combined entity [2]. - Olympic Steel insiders are set to receive substantial benefits as part of change of control arrangements [2]. Group 2: Investigation Focus - The transaction agreement imposes significant penalties on Olympic Steel if it accepts competing bids, which raises concerns about the board's fulfillment of fiduciary duties to all shareholders [3].
Kuehn Law Encourages Investors of Capricor Therapeutics, Inc. to Contact Law Firm
Prnewswire· 2025-10-28 18:20
Core Insights - Kuehn Law, PLLC is investigating potential breaches of fiduciary duties by certain officers and directors of Capricor Therapeutics, Inc. (NASDAQ: CAPR) [1] - The investigation is based on a federal securities lawsuit alleging that insiders provided misleading information regarding the company's lead cell therapy candidate, deramiocel, for treating cardiomyopathy associated with Duchenne muscular dystrophy [1] - The lawsuit claims that while Capricor communicated its ability to obtain a Biologics License Application (BLA) from the FDA, it also concealed adverse facts related to the safety and efficacy data from its Phase 2 HOPE-2 trial [1] Company Investigation - The investigation focuses on whether Capricor's management misled investors about the prospects of deramiocel [1] - The allegations include the dissemination of false statements and the concealment of material adverse facts regarding the drug's four-year safety and efficacy data [1] Shareholder Actions - Shareholders who purchased CAPR shares prior to October 9, 2024, are encouraged to contact Kuehn Law for potential legal action [2] - Kuehn Law offers to cover all case costs and does not charge its investor clients, emphasizing the importance of shareholder participation in maintaining market integrity [3]
Kuehn Law Encourages Investors of Neogen Corporation to Contact Law Firm
Prnewswire· 2025-10-28 17:39
Core Viewpoint - Kuehn Law, PLLC is investigating potential breaches of fiduciary duties by certain officers and directors of Neogen Corporation related to misrepresentation of the 3M integration status and undisclosed negative impacts on financial health [1]. Group 1 - Kuehn Law is specifically looking into allegations that insiders at Neogen misrepresented the status of the 3M integration [1]. - The investigation is based on a federal securities lawsuit that claims the failure to disclose integration issues has negatively affected Neogen's financial health [1]. Group 2 - Shareholders who purchased NEOG shares prior to January 5, 2023, are encouraged to contact Kuehn Law for potential legal action [2]. - Kuehn Law covers all case costs and does not charge its investor clients, emphasizing the importance of timely action for shareholders [2]. Group 3 - The firm highlights the significance of shareholder participation in maintaining the integrity and fairness of financial markets [3]. - Kuehn Law promotes the idea that every shareholder's voice contributes to their investment future [3].
Shareholder Alert: The Ademi Firm investigates whether Cadence Bank is obtaining a Fair Price for its Public Shareholders
Prnewswire· 2025-10-27 15:11
Core Insights - The Ademi Firm is investigating Cadence for potential breaches of fiduciary duty and other legal violations related to its transaction with Huntington Bancshares [1][3] - Cadence shareholders will receive 2.475 shares of Huntington common stock for each share of Cadence, implying a value of $39.77 per Cadence share based on Huntington's closing price of $16.07 on October 24, 2025 [2] - The transaction agreement restricts competing offers for Cadence by imposing significant penalties for accepting alternative bids, raising concerns about the Cadence board's fiduciary responsibilities [3] Company and Industry Summary - The investigation by the Ademi Firm focuses on the conduct of Cadence's board of directors in relation to their fiduciary duties to shareholders amidst the transaction with Huntington Bancshares [1][3] - The deal structure suggests that Cadence insiders will continue to receive substantial benefits as part of the change of control arrangements [2]
Shareholder Alert: The Ademi Firm investigates whether Essential Utilities, Inc. is obtaining a Fair Price for its Public Shareholders
Prnewswire· 2025-10-27 14:23
Core Insights - The Ademi Firm is investigating Essential (NYSE: WTRG) for potential breaches of fiduciary duty and other legal violations related to its transaction with American Water Works Company, Inc. [1] - Essential shareholders will receive 0.305 shares of American Water for each share of Essential they own, resulting in American Water shareholders owning approximately 69% and Essential shareholders owning about 31% of the combined company on a fully diluted basis [2]. - The transaction agreement imposes significant penalties on Essential for accepting competing bids, raising concerns about the conduct of the Essential board of directors and their fiduciary duties to all shareholders [3].
TUESDAY INVESTOR DEADLINE: Robbins Geller Rudman & Dowd LLP Announces that Dow Inc. Investors with Substantial Losses Have Opportunity to Lead Class Action Lawsuit - DOW
Prnewswire· 2025-10-26 15:05
Core Viewpoint - The article discusses a class action lawsuit against Dow Inc. for alleged violations of the Securities Exchange Act of 1934, with a focus on misleading statements regarding the company's financial health and ability to manage macroeconomic challenges during the specified class period from January 30, 2025, to July 23, 2025 [1][4]. Group 1: Allegations and Financial Performance - The lawsuit claims that Dow overstated its ability to handle macroeconomic and tariff-related challenges, as well as its financial flexibility to support dividends [4]. - It is alleged that the true impact of competitive pressures, declining global sales, and product oversupply on Dow's business was understated [4]. - On June 23, 2025, BMO Capital downgraded Dow's stock from "Market Perform" to "Underperform," reducing the price target from $29.00 to $22.00, which led to a stock price drop of over 3% [5]. - Dow reported a non-GAAP loss per share of $0.42 for Q2 2025, significantly worse than the expected loss of approximately $0.17 to $0.18, with net sales of $10.1 billion, a 7.3% year-over-year decline [6]. - Following the disappointing Q2 results, Dow's stock price fell by more than 17%, and the company announced a dividend cut from $0.70 to $0.35 per share [6]. Group 2: Legal Process and Representation - Investors who purchased Dow securities during the class period can seek appointment as lead plaintiff in the lawsuit, which allows them to represent the interests of all class members [7]. - The lead plaintiff can choose a law firm to litigate the case, and participation as lead plaintiff does not affect an investor's ability to share in any potential recovery [7]. Group 3: About the Law Firm - Robbins Geller Rudman & Dowd LLP is a leading law firm specializing in securities fraud and shareholder litigation, having secured over $2.5 billion for investors in 2024 alone [8]. - The firm has been recognized for obtaining significant recoveries in securities class action cases, including the largest recovery in history of $7.2 billion in the Enron case [9].
Shareholder Alert: The Ademi Firm investigates whether Veritex Holdings, Inc. is obtained a Fair Price for its Public Shareholders
Prnewswire· 2025-10-21 07:35
Core Viewpoint - The Ademi Firm is investigating Veritex for potential breaches of fiduciary duty and other legal violations related to its transaction with Huntington, particularly focusing on the treatment of shareholders and the conduct of the Veritex board [1][2]. Group 1: Transaction Details - In the completed transaction, Veritex shareholders received 1.95 shares for each outstanding share of Veritex [2]. - Veritex insiders benefited significantly from change of control arrangements as part of the transaction [2]. Group 2: Investigation Focus - The transaction agreement allegedly unreasonably limited competing offers for Veritex, raising concerns about the fairness of the deal [2]. - The investigation will assess whether the Veritex board fulfilled its fiduciary duties to all shareholders, considering potential misrepresentations and omissions in the transaction documents [2].
Shareholder Alert: The Ademi Firm investigates whether Hillenbrand Inc. is obtaining a Fair Price for its Public Shareholders
Prnewswire· 2025-10-15 16:30
Core Viewpoint - The Ademi Firm is investigating Hillenbrand for potential breaches of fiduciary duty and other legal violations related to its transaction with Lone Star Funds, which involves a significant financial arrangement for shareholders [1][3]. Group 1: Transaction Details - Hillenbrand shareholders will receive $32.00 per share, leading to an enterprise value of approximately $3.8 billion [2]. - The transaction agreement includes provisions that significantly limit competing offers for Hillenbrand, imposing penalties if a competing bid is accepted [3]. Group 2: Investigation Focus - The investigation is centered on the conduct of Hillenbrand's board of directors to determine if they are fulfilling their fiduciary duties to all shareholders [3].