Covetrus, Inc.

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Ademi LLP is investigating Covetrus (Nasdaq: CVET) for possible breaches of fiduciary duty and other violations of law in its transaction with Clayton, Dubilier & Rice and TPG Capital.

Ademi LLP alleges Covetrus’ financial outlook and prospects are excellent and yet Covetrus holders will receive only $21.00 per share in cash, representing an enterprise value of approximately $4 billion. The transaction agreement unreasonably limits competing bids for Covetrus by prohibiting solicitation of further bids, and imposing a significant penalty if Covetrus accepts a superior bid. Covetrus insiders will receive substantial benefits as part of change of control arrangements.

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