Ademi LLP is investigating SunLink (NYSE American: SSY) for possible breaches of fiduciary duty and other violations of law in its transaction with the Regional Health Properties.
In the transaction, Sunlink shareholders will receive an aggregate of 1,410,000 shares of Regional common stock and 1,410,000 shares of Regional’s newly-authorized Series D 8% Cumulative Convertible Redeemable Preferred Stock with a liquidation preference of $10 per share. SunLink insiders will receive substantial benefits as part of change of control arrangements.
The transaction agreement unreasonably limits competing transactions for SunLink by imposing a significant penalty if SunLink accepts a competing bid. We are investigating the conduct of SunLink’ board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.