The deal values each Hipgnosis share at £0.93, a premium of roughly one third the royalty fund’s shareprice at the close of trading on Wednesday.
An internal report released by the new board of directors detailed how accounting practices “materially” overstated annual revenue, among other issues.
Shot Tower Capital says inadequate financial analysis and management from the investment adviser led to inaccurate information at multiple levels.
The worth of the company’s catalog was cut by 26% last week, confirming many investors’ suspicions that previous valuations had overshot the mark.
The fee is meant to reduce risk for bidders with "bona fide" offers.
Mercuriadis will transition to chairman, with Ben Katovsky rising to chief executive as the advisor eyes smoother relations with its publicly listed royalty fund.
The board cautioned investors to use the company's valuation metrics "with a higher degree of caution and less certainty" than normal.
KPMG will take over the role from Pricewaterhousecoopers, subject to approval by the fund's shareholders.
After receiving a "heavily caveated" opinion from its adviser, Hipgnosis Songs Fund said it needs more time preparing its latest interim results.
The London-listed fund said the $23.1 million sale would be used to pay down debt.