Ademi LLP is investigating Community Bankers Trust (Nasdaq: ESXB) for possible breaches of fiduciary duty and other violations of law in its transaction with United Bankshares.
Ademi LLP alleges Community Bankers Trust’s financial outlook is excellent and yet Community Bankers Trust shareholders will receive only 0.3173 of United’s shares for each share of Community Bankers Trust, resulting in an aggregate transaction value of approximately $303.3 million. The merger agreement unreasonably limits competing bids for Community Bankers Trust by prohibiting solicitation of further bids, and imposing a termination penalty if Community Bankers Trust accepts a superior bid. Community Bankers Trust insiders will receive millions of dollars as part of change of control arrangements. We are investigating the conduct of Community Bankers Trust’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 Community Bankers Trust.