Ademi LLP is investigating Hanger (NYSE: HNGR) for possible breaches of fiduciary duty and other violations of law in its transaction with Patient Square Capital.
Ademi LLP alleges Hanger’s financial outlook and prospects are excellent and yet Hanger holders will receive only $18.75 in cash per share, with a total enterprise value for Hanger of approximately $1.25 billion. Upon completion of the transaction, Hanger will become a privately held company, and its common stock will no longer be traded on the New York Stock Exchange. The transaction agreement unreasonably limits competing bids for Hanger by imposing a significant penalty if Hanger accepts a superior bid. Hanger insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of Hanger’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 Hanger.