Ademi LLP is investigating MoneyLion (NYSE: ML) for possible breaches of fiduciary duty and other violations of law in its transaction with Gen.
In the transaction, MoneyLion shareholders will receive $82.00 per share in cash payable at closing, representing a cash value of approximately $1 billion. In addition, for each share owned, MoneyLion shareholders will receive at closing one contingent value right that entitles the holder to a contingent payment of $23.00 in the form of shares of Gen common stock (issuable based on an assumed share price of $30.48 per Gen share) if Gen’s average volume-weighted average share price reaches at least $37.50 per share over 30 consecutive trading days from December 10, 2024 until 24 months after close. MoneyLion insiders will receive substantial benefits as part of change of control arrangements.
The transaction agreement unreasonably limits competing transactions for MoneyLion by imposing a significant penalty if MoneyLion accepts a competing bid. We are investigating the conduct of MoneyLion’s board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.