Ademi LLP is investigating Rain (NASDAQ: RAIN) for possible breaches of fiduciary duty and other violations of law in its transaction with Pathos Aluminum.
In the transaction, Rain stockholders will receive only $1.16 in cash per share plus a non-tradeable contingent value right for potential cash payments of up to approximately $0.17 per share. The transaction agreement unreasonably limits competing transactions for Rain by imposing a significant penalty if Rain accepts a competing bid. Rain insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of Rain’s board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.