The Ademi Firm is investigating Vital Energy (NYSE: VTLE) for possible breaches of fiduciary duty and other violations of law in its transaction with Crescent Energy Company.
Shareholders of Vital Energy will receive 1.9062 shares of Crescent Class A common stock for each share of Vital Energy common stock. Crescent shareholders will own approximately 77% of the combined company and Vital Energy shareholders will own approximately 23%, on a fully diluted basis.
Vital Energy insiders will receive substantial benefits as part of change of control arrangements.
The transaction agreement unreasonably limits competing transactions for Vital Energy by imposing a significant penalty if Vital Energy accepts a competing bid. We are investigating the conduct of the Vital Energy board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.