Ademi & O’Reilly, LLP is investigating United Community (Nasdaq: UCFC) for possible breaches of fiduciary duty and other violations of the law in connection with the sale of United Community to First Defiance.
Ademi & O’Reilly, LLP alleges United Community’s financial outlook is improving and yet shareholders will receive only 0.3715 shares of First Defiance common stock for each share of United Community common stock or the equivalent of only $9.78 per share. First Defiance is acquiring United Community at a substantial discount. The merger agreement unreasonably limits competing bids for United Community by prohibiting solicitation of further bids, and imposing a termination penalty if United Community accepts a superior bid. United Community insiders will receive millions of dollars as part of change of control arrangements. We are investigating on the conduct of United Community’s board of directors, and whether they are (i) fulfilling their fiduciary duties to all shareholders, and (ii) obtaining a fair and reasonable price for United Community.