Ademi LLP is investigating SecureWorks (NASDAQ: SCWX) for possible breaches of fiduciary duty and other violations of law in its transaction with Sophos.
In the transaction, SecureWorks shareholders will receive only $8.50 per share in an all-cash transaction valued at $859 million. The transaction agreement unreasonably limits competing transactions for SecureWorks by imposing a significant penalty if SecureWorks accepts a competing bid. SecureWorks insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of SecureWorks’s board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.