Ademi LLP is investigating Hemisphere (NASDAQ: HMTV) for possible breaches of fiduciary duty and other violations of law in its transaction with Gato.
Ademi LLP alleges Hemisphere’s financial outlook and prospects are excellent and yet Hemisphere holders will receive only $7.00 per share in cash. The transaction agreement unreasonably limits competing bids for Hemisphere by prohibiting solicitation of further bids, and imposing a significant penalty if Hemisphere accepts a superior bid. Hemisphere insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of Hemisphere’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 Hemisphere.