Ademi LLP is investigating Pioneer (NYSE: PXD) for possible breaches of fiduciary duty and other violations of law in its transaction with ExxonMobil.
In the transaction, Pioneer stockholders are expected to receive only 2.3234 shares of ExxonMobil for each Pioneer share or approximately $253 per share, based on ExxonMobil’s closing price on October 5, 2023 in an all-stock transaction valued at $59.5 billion. The transaction agreement unreasonably limits competing transactions for Pioneer by imposing a significant penalty if Pioneer accepts a competing bid. Pioneer insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of Pioneer’s board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.