Ademi & Fruchter LLP is investigating Playa (NASDAQ: PLYA) for possible breaches of fiduciary duty and other violations of law in its transaction with Hyatt.
In the transaction, Playa stockholders will receive only $13.50 per share, or approximately $2.6 billion, including approximately $900 million of debt, net of cash. Hyatt is currently the beneficial owner of 9.4% of Playa’s outstanding shares. Playa insiders will receive substantial benefits as part of change of control arrangements.
The transaction agreement unreasonably limits competing transactions for Playa by imposing a significant penalty if Playa accepts a competing bid. We are investigating the conduct of Playa’ board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.