Ademi & O’Reilly, LLP is investigating Instructure (NYSE: INST) for possible breaches of fiduciary duty and other violations of the law in connection with the sale of Thomas Bravo.
Ademi & O’Reilly, LLP alleges Instructure’s financial outlook is improving and yet shareholders will receive only $47.60 for each share of Instructure, in a transaction valued at approximately $2 billion. The merger agreement unreasonably limits competing bids for Instructure by prohibiting solicitation of further bids, and imposing a termination penalty if Instructure accepts a superior bid. Instructure insiders will receive millions of dollars as part of change of control arrangements. We are investigating the conduct of Instructure’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 Instructure.