Ademi LLP is investigating INSI (NYSE: INS) for possible breaches of fiduciary duty and other violations of law in its transaction with KIO.
In the transaction, shareholders of INSI will receive shares of KIO and may elect to receive up to 5% of the consideration in cash. The transaction agreement unreasonably limits competing transactions for INSI by imposing a significant penalty if INSI accepts a competing bid. INSI insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of INSI’s board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.