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Ademi & O’Reilly, LLP is investigating OMNOVA Solutions Inc. (NYSE: OMN) for possible breaches of fiduciary duty and other violations of the law in connection with the sale to Synthomer.

Ademi & O’Reilly, LLP alleges OMNOVA’s financial outlook is improving and yet shareholders will receive only $10.15.  Synthomer is acquiring OMNOVA at a substantial discount.  The merger agreement unreasonably limits competing bids for OMNOVA by prohibiting solicitation of further bids, and imposing a termination penalty if OMNOVA accepts a superior bid. OMNOVA insiders will receive millions of dollars as part of change of control arrangements. We are investigating on the conduct of OMNOVA’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 OMNOVA.