The Ademi Firm is investigating Synovus (NYSE: SNV) for possible breaches of fiduciary duty and other violations of law in its transaction with Pinnacle Financial Partners.
In the transaction, shareholders of Synovus will receive shares of a new Pinnacle parent company based on a fixed exchange ratio of 0.5237 Synovus shares per Pinnacle share, representing a Synovus per share value of $61.18. Following the transaction close, Synovus shareholders will own approximately 48.5% and Pinnacle shareholders will own approximately 51.5% of the combined company.
Synovus insiders will receive substantial benefits as part of change of control arrangements.
The transaction agreement unreasonably limits competing transactions for Synovus by imposing a significant penalty if Synovus accepts a competing bid. We are investigating the conduct of the Synovus board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.
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