Ademi LLP is investigating IAA (NYSE: IAA) for possible breaches of fiduciary duty and other violations of law in its transaction with Ritchie Bros.
Ademi LLP alleges IAA’s financial outlook and prospects are excellent and yet IAA holders will receive only $10.00 in cash and 0.5804 shares of Ritchie Bros. common stock for each share of IAA common stock, or approximately $46.88 per share in the aggregate. The transaction agreement unreasonably limits competing bids for IAA by imposing a significant penalty if IAA accepts a superior bid. IAA insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of IAA’s board of directors, and whether they are (i) fulfilling their fiduciary duties to all shareholders, and (ii) obtaining a fair and reasonable price for IAA.