The Ademi Firm is investigating Redfin (Nasdaq: RDFN) for possible breaches of fiduciary duty and other violations of law in its transaction with Rocket Companies.
In the transaction, Redfin stockholders will receive only 0.7926 shares of Rocket Companies Class A common stock, or approximately $12.50, for each Redfin share. Upon completion of the transaction, current Rocket Companies shareholders will own approximately 95% of the combined company on a fully diluted basis, while Redfin shareholders will own approximately 5%. Redfin insiders will receive substantial benefits as part of change of control arrangements.
The transaction agreement unreasonably limits competing transactions for Redfin by imposing a significant penalty if Redfin accepts a competing bid. We are investigating the conduct of the Redfin board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.