Ademi LLP is investigating Tri-County (OTC: TYFG) for possible breaches of fiduciary duty and other violations of law in its recently announced transaction with HBT Financial.
Tri-County shareholders may elect to receive 2.4589 shares of HBT Financial common stock, $71.01 per share in cash, or a combination of both, subject to proration provisions. The implied per share purchase price is $82.89. Upon closing, Tri-County shareholders are expected to hold approximately 9% of HBT Financial’s outstanding common stock.
Tri-County insiders will receive substantial benefits as part of change of control arrangements.
The transaction agreement unreasonably limits competing transactions for Tri-County by imposing a significant penalty if Tri-County accepts a competing bid. We are investigating the conduct of the Tri-County board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.
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