Cornerstone Building Brands, Inc.

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Ademi LLP is investigating Cornerstone Building Brands (NYSE: CNR) for possible breaches of fiduciary duty and other violations of law in its transaction with Clayton, Dubilier & Rice.

Ademi LLP alleges Cornerstone Building Brands’ financial outlook and prospects are excellent and yet Cornerstone Building Brands shareholders will receive only $24.65 in cash per share. The merger agreement and various other asset purchase agreements unreasonably limit competing bids for Cornerstone Building Brands by prohibiting solicitation of further bids, and imposing a significant penalty if Cornerstone Building Brands accepts a superior bid. Cornerstone Building Brands insiders will receive substantial benefits as part of change of control arrangements.

We are investigating the conduct of Cornerstone Building Brands’ board of directors, and whether they are (i) fulfilling their fiduciary duties to all shareholders, and (ii) obtaining a fair and reasonable price for Cornerstone Building Brands.