An investigation on behalf of investors, who currently hold shares of Andeavor (NYSE: ANDV), was announced concerning whether the takeover of Andeavor by Marathon Petroleum Corp is unfair to NYSE: ANDV stockholders.

The investigation by a law firm concerns whether certain officers and directors of Andeavor breached their fiduciary duties owed to NYSE: ANDV investors in connection with the proposed acquisition.

San Antonio, TX based Andeavor, through its subsidiaries, operates as an independent petroleum refining, logistics, and marketing company in the United States. On April 30, 2018 - Marathon Petroleum Corp. (NYSE: MPC) and Andeavor (NYSE: ANDV) announced that they have entered into a merger agreement under which Marathon Petroleum Corp will acquire all of ANDV's outstanding shares, representing a total equity value of $23.3 billion and total enterprise value of $35.6 billion, based on Marathon Petroleum Corp's April 27, 2018, closing price of $81.43. ANDV shareholders will have the option to choose 1.87 shares of Marathon Petroleum Corp stock, or $152.27 in cash subject to a proration mechanism that will result in 15 percent of ANDV's fully diluted shares receiving cash consideration.

However, given that at least one analyst has set the high target price for NYSE: ANDV shares at $160.00 per share, the investigation concerns whether the offer is unfair to NYSE: ANDV stockholders. More specifically, the investigation concerns whether the Andeavor Board of Directors undertook an adequate sales process, adequately shopped the company before entering into the transaction, maximized shareholder value by negotiating the best price, and acted in the shareholders' best interests in connection with the proposed sale.

Andeavor reported that its annual Total Revenue rose from over $24.58 billion in 2016 to over $34.97 billion in 2017 and that its Net Income increased from $734 million in 2016 to over $1.52 billion in 2017.