Johnson Fistel investigates Merger Of Frontier-Verizon

US law firm Johnson Fistel, LLP is investigating the proposed $20 billion deal to determine whether Frontier Communications

Parent’s board members breached their fiduciary duties in the projected merger with Verizon Communications Inc.

The probe focuses on whether Frontier’s board failed in its duty to the shareholders and if it considered alternatives to the acquisition and obtained the best price.

At a special meeting on 13 November 2024, the shareholders of Frontier approved the Verizon agreement, with 63 percent voting in favor of the merger.

The San Diego, California-based law firm stated that 10 of Frontier's 12 largest shareholders voted against the merger complaining of significant undervaluation.

The law firm relied on the statement of Cooper Investors PTY Limited, which owns 800,000 shares. Cooper stated that the merger, “Fails to adequately compensate stockholders for the anticipated synergies that would be created by the transaction. Frontier's standalone value is 24-62 percent above the offer price."

Johnson Fistel also considered a statement by a New Street Research analyst highlighting that Verizon could "comfortably pay at least $67 and still create value for its shareholders." Frontier’s decision to acquire Verizon was made public on 05 September 2024.

While Centerview Partners and Morgan Stanley & Co acted as financial advisors, Debevoise & Plimpton was a legal counsel to Verizon.

PJT Partners served as financial advisor to the Strategic Review Committee (SRC) of the Board of Directors of Frontier, Barclays was the financial advisor to Frontier. Cravath, Swaine & Moore served as legal advisors to Frontier, and Paul, Weiss, Rifkind, Wharton & Garrison were legal advisors to the SRC of the Board of Directors of Frontier.