The Ademi Firm is investigating Comerica (NYSE: CMA) for possible breaches of fiduciary duty and other violations of law in its transaction with Fifth Third.
Shareholders of Comerica will receive 01.8663 Fifth Third shares for each Comerica share, representing $82.88 per share as of Fifth Third’s closing stock price on October 3, 2025. At close, Fifth Third shareholders will own approximately 73% and Comerica shareholders will own approximately 27% of the combined company.
Comerica insiders will receive substantial benefits as part of change of control arrangements.
The transaction agreement unreasonably limits competing transactions for Comerica by imposing a significant penalty if Comerica accepts a competing bid. We are investigating the conduct of the Comerica board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.
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