Ademi LLP is investigating Sandy Spring (Nasdaq: SASR) for possible breaches of fiduciary duty and other violations of law in its transaction with Atlantic Union.
In the transaction, Sandy Spring common stock will be converted into the right to receive 0.900 shares of Atlantic Union common stock or approximately $34.93 per of Sandy Spring common stock, based on Atlantic Union’s closing stock price on October 18, 2024, in an all-stock transaction valued at approximately $1.6 billion.
The transaction agreement unreasonably limits competing transactions for Sandy Springby imposing a significant penalty if Sandy Spring accepts a competing bid. Sandy Spring insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of Sandy Springs’ board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.