Ademi LLP alleges Vine Energy's financial outlook and prospects are excellent and yet Vine Energy shareholders will receive only fixed consideration of 0.2486 shares of Chesapeake common stock plus $1.20 cash per share of Vine common stock, for total consideration of $15.00 per share, comprising of 92% stock and 8% cash. The acquisition is a zero premium transaction valued at approximately $2.2 billion. The merger agreement unreasonably limits competing bids for Vine Energy by prohibiting solicitation of further bids, and imposing a substantial penalty if Vine Energy accepts a superior bid. Vine Energy insiders will receive millions of dollars as part of change of control arrangements. We are investigating the conduct of Vine Energy'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 Vine Energy.
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