Ademi LLP is investigating Allegiance (NASDAQ: ABTX), for possible breaches of fiduciary duty and other violations of law in its transaction with CBTX.
Ademi LLP alleges Allegiance’s financial outlook and prospects are excellent and yet Allegiance shareholders will receive only 1.4184 shares of CBTX common stock for each share of Allegiance common stock they own. The merger agreement unreasonably limits competing bids for Allegiance by prohibiting solicitation of further bids, and imposing a significant penalty if Allegiance accepts a superior bid. Allegiance insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of Allegiance’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 Allegiance.