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A proposed $32 million class action settlement has been reached in the Delaware Court of Chancery (In re Agiliti Inc. Stockholder Litigation, Case No. 2024-1247-MTZ) resolving claims against Thomas H. Lee Partners L.P. (THL) and Agiliti Inc. directors.
Investors who held Agiliti Inc. common stock and received $10 per share in cash during the company’s 2024 acquisition by Thomas H. Lee Partners L.P. may qualify for a financial payout from a newly established $32 million class action settlement.
The legal dispute centers around the acquisition of Agiliti Inc. by private equity firm Thomas H. Lee Partners L.P., which officially closed on May 7, 2024. Under the terms of the merger, everyday shareholders exchanged their common stock for $10 per share in cash.
Following the transaction, a stockholder class action lawsuit was filed in the Delaware Court of Chancery. The complaint alleged that Thomas H. Lee Partners and several individual defendants breached their fiduciary duties to investors. Specifically, plaintiffs claimed that the defendants strategically timed the merger to capitalize on a temporary dip in Agiliti’s market performance. Furthermore, the lawsuit argued that a conflicted special committee process undermined the evaluation of the sale, ultimately resulting in an unfair price for public stockholders.
While the defendants firmly denied any wrongdoing or liability, they agreed to establish a $32 million settlement fund to resolve the litigation and avoid the ongoing costs, risks, and delays associated with a protracted trial. The court has scheduled a fairness hearing for Sept. 17, 2026, to grant final approval to the agreement.
If you held shares of Agiliti Inc. common stock that were exchanged for cash during the merger, you are automatically included in the settlement class. The defined class encompasses all record holders and beneficial owners whose shares were acquired by Thomas H. Lee Partners for $10 per share on May 7, 2024.
Because this litigation is classified as a non-opt-out class under Delaware Court of Chancery rules, eligible participants cannot exclude themselves from the resolution. The class covers individual investors, institutional entities, heirs, successors-in-interest, and assigns who held eligible shares at the time the merger closed.
One of the most consumer-friendly aspects of this resolution is that you do not need to fill out or submit a claim form to receive your share of the funds. The settlement administrator is designed to distribute payments automatically, utilizing the same distribution channels through which you received your initial merger proceeds.
For shares held in a “street name” through a brokerage account, payments will be routed through Depository Trust & Clearing Corp. participants, who will subsequently distribute the funds on a pro rata basis to beneficial owners. For shares held of record outside of the DTCC, checks or digital payments will be sent directly to the record owner.
The total $32 million financial package will be allocated after covering court-approved deductions. These authorized expenses include settlement administration costs, attorneys’ fees and expenses of up to $8 million, and a potential service award to the lead plaintiff.
The remaining balance—known as the net settlement fund—will be distributed to eligible class members on a pro rata basis. Your specific payout will depend on the exact number of eligible shares you held when the merger closed on May 7, 2024, weighed against the total pool of eligible shares across all participating investors.
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