Ademi LLP is investigating Globalstar (NASDAQ: GSAT) for possible breaches of fiduciary duty and other violations of law in its recently announced transaction with Amazon.
Globalstar stockholders will receive either $90 in cash or 0.3210 shares of Amazon common stock per Globalstar share, with a cap limiting cash elections to 40% of total shares. The deal includes a potential downward adjustment of up to $110 million if Globalstar fails to meet certain operational milestones.
Globalstar insiders will receive substantial benefits as part of change of control arrangements.
The transaction agreement unreasonably limits competing transactions for Globalstar by imposing a significant penalty if Globalstar accepts a competing bid. We are investigating the conduct of the Globalstar board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.
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