Ademi LLP is investigating U.S. Steel (NYSE: X) for possible breaches of fiduciary duty and other violations of law in its transaction with Nippon Steel.
In the transaction, U.S. Steel stockholders will receive only $55.00 per share, representing an equity value of approximately $14.1 billion plus the assumption of debt, for a total enterprise value of $14.9 billion. The transaction agreement unreasonably limits competing transactions for U.S. Steel by imposing a significant penalty if U.S. Steel accepts a competing bid. U.S. Steel insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of U.S. Steel’s board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.