Ademi LLP is investigating Mandiant (NASDAQ: MNDT) for possible breaches of fiduciary duty and other violations of law in its transaction with Google.
Ademi LLP alleges Mandiant’s financial outlook and prospects are excellent and yet Mandiant shareholders will receive only $23.00 per share in an all-cash transaction valued at approximately $5.4 billion, inclusive of Mandiant’s net cash. The merger agreement and various other asset purchase agreements unreasonably limit competing bids for Mandiant by prohibiting solicitation of further bids, and imposing a significant penalty if Mandiant accepts a superior bid. Mandiant insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of Mandiant’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 Mandiant.