We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of Emclaire Financial Corp (“Emclaire” or the “Company”) (NASDAQ: EMCF) in connection with its proposed merger with Farmers National Banc Corp. (“Farmers”) (NASDAQ: FMNB). Under the terms of the merger agreement, each shareholder of Emclaire may elect to receive either $40.00 per share in cash or 2.15 shares of Farmers’ common stock, subject to an overall limitation of 70% shares and 30% cash. The transaction is valued at approximately $105 million.
Weiss Law is investigating whether: (i) Emclaire’s board of directors acted in the best interests of Company shareholders in agreeing to the proposed transaction, (ii) the per-share merger consideration adequately compensates Emclaire’s shareholders, and (iii) all information regarding the sales process and valuation of the transaction will be fully and fairly disclosed.