Flagstar Bancorp, Inc.

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Ademi LLP is investigating Flagstar (NYSE: FBC) for possible breaches of fiduciary duty and other violations of law in its transaction with New York Community.

Ademi LLP alleges Flagstar’s financial outlook is excellent and yet Flagstar shareholders will receive only 4.0151 shares of New York Community common stock for each Flagstar share they own. The implied total transaction value based on closing prices as of April 23, 2021 is approximately $2.6 billion. The merger agreement unreasonably limits competing bids for Flagstar by prohibiting solicitation of further bids, and imposing a termination penalty if Flagstar accepts a superior bid. Flagstar insiders will receive millions of dollars as part of change of control arrangements. We are investigating the conduct of Flagstar’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 Flagstar.