MILWAUKEE, April 23, 2018 /PRNewswire/ -- Ademi & O'Reilly, LLP is investigating the Board of Directors of Vectren Corporation (NYSE: VVC) for possible breaches of fiduciary duty and other violations of Indiana law in connection with the sale of Vectren to CenterPoint Energy, Inc.
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Ademi & O'Reilly, LLP alleges Vectren's long-term financial outlook is improving and yet Vectren shareholders will receive only $72 for each share of Vectren common stock they own. CenterPoint is well aware of Vectren's improving financial metrics and is purchasing Vectren at a substantial discount. The merger agreement unreasonably limits competing bids for Vectren by (i) prohibiting solicitation of any further bids, and (ii) imposing a termination penalty should Vectren receive and accept a superior bid. Vectren insiders, their affiliates and other major shareholders own significant voting stock, and will receive millions of dollars as part of change of control arrangements, and therefore can unduly influence a sale of Vectren. Our investigation centers on the conduct of Vectren's Board of Directors, who have unanimously approved the transaction, and whether they are (i) fulfilling their fiduciary duties to all shareholders, and (ii) obtaining a fair and reasonable price for Vectren given its current financial condition and prospects.
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