Ademi LLP is investigating Coterra (NYSE: CTRA) for possible breaches of fiduciary duty and other violations of law in its recently announced transaction with Devon Energy.
In the transaction, Coterra stockholders will receive 0.70 shares of Devon common stock for each Coterra share. Devon shareholders will own about 54 percent of the combined company, while Coterra shareholders will hold approximately 46 percent on a fully diluted basis.
Coterra insiders will receive substantial benefits as part of change of control arrangements.
The transaction agreement unreasonably limits competing transactions for Coterra by imposing a significant penalty if Coterra accepts a competing bid. We are investigating the conduct of the Coterra board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.
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