Ademi LLP is investigating Zuora (NYSE: ZUO) for possible breaches of fiduciary duty and other violations of law in its transaction with Silver Lake and GIC.
In the transaction, Zuora shareholders will receive only $10.00 per share in a transaction valued at $1.7 billion. Tien Tzuo, Zuora’s Founder, CEO and Chairman of the Board, will roll over a majority of his existing ownership.
The transaction agreement unreasonably limits competing transactions for Zuora by imposing a significant penalty if Zuora accepts a competing bid. Zuora insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of Zuora’s board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.