Ademi LLP is investigating The First (NYSE: FBMS) for possible breaches of fiduciary duty and other violations of law in its transaction with Renasant.
The First shareholders will receive only one share of Renasant common stock for each share of The First common stock. Additionally, all options of The First will be cashed out at their in-the-money value at closing. Based on Renasant’s closing stock price of $37.09 per share as of July 26, 2024, the implied transaction value is approximately $37.09 per The First share, or $1.2 billion, in the aggregate.
The transaction agreement unreasonably limits competing transactions for The First by imposing a significant penalty if The First accepts a competing bid. The First insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of The First’s board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.