Retail Properties of America, Inc.

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Ademi LLP is investigating RPAI (NYSE: RPAI) for possible breaches of fiduciary duty and other violations of law in its transaction with KRG.

Ademi LLP alleges RPAI’s financial outlook is excellent and yet RPAI shareholders will receive only 0.6230 newly issued KRG common shares in a 100% stock-for-stock transaction. The merger agreement unreasonably limits competing bids for RPAI by prohibiting solicitation of further bids, and imposing a termination penalty if RPAI accepts a superior bid. RPAI insiders will receive millions of dollars as part of change of control arrangements. We are investigating the conduct of RPAI’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 RPAI.