Law firm Halper Sadeh LLC has announced it is investigating the proposed sale of Element Solutions (ESI) to determine whether the company's board of directors fulfilled its fiduciary duties to shareholders by securing a fair transaction price.

The company announced on Monday that it had entered into a definitive agreement to be acquired by specialty materials company Solstice Advanced Materials for over $12 billion. Under the terms, Element Solutions shareholders would receive a mix of cash and stock valued at approximately $33 per share, representing a premium of about 22% over the closing price from the week prior to the announcement.

In its statement, Halper Sadeh LLC indicated the investigation will focus on whether the board properly evaluated the company's long-term value and potential bids, and whether the sales process involved any conflicts of interest. The law firm is also examining whether the offered consideration adequately reflects Element Solutions' asset value, growth prospects, and market position.

Element Solutions is a leading global supplier of specialty chemicals used in electronics manufacturing, surface finishing, and industrial processing. The company has maintained steady revenue growth and margin improvement over the past two years, with several Wall Street firms recently issuing positive outlooks. Some market observers have suggested the current acquisition offer may undervalue the company's long-term potential, particularly given the ongoing strong demand in the electronic materials market.

The board of Element Solutions has unanimously approved the transaction and recommended that shareholders vote in favor. The company stated the deal followed a comprehensive strategic review process involving discussions with multiple potential acquirers, and it ultimately determined that Solstice's offer presented an attractive opportunity for shareholder value realization.

To date, Element Solutions has not issued a public response to Halper Sadeh's investigation. The transaction remains subject to approval by Element Solutions shareholders and regulatory clearances, with an expected completion date in early 2027. Halper Sadeh LLC stated it will continue to investigate details of the sales process to assess whether shareholder interests were harmed. Investor attention is now focused on whether Element Solutions can demonstrate the reasonableness and thoroughness of its process to address market concerns over the fairness of the deal's valuation.