Spirit of Texas Bancshares, Inc.

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Ademi LLP is investigating Spirit (Nasdaq: STXB), for possible breaches of fiduciary duty and other violations of law in its transaction with Simmons.

Ademi LLP alleges Spirit’s financial outlook and prospects are excellent and yet Spirit shareholders will receive only approximately $32 per share in a mixture of cash and Simmons’ common stock with an aggregate value of approximately $581 million, based on the Simmons’ closing stock price of $31.73 on November 17, 2021. The merger agreement unreasonably limits competing bids for Spirit by prohibiting solicitation of further bids, and imposing a significant penalty if Spirit accepts a superior bid. Spirit insiders will receive substantial benefits as part of change of control arrangements.

We are investigating the conduct of Spirit’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 Spirit.