WLR FOODS, INC. V. TYSON FOODS, INC.
65 F.3d 1172 (4th Cir. 1995)
NATURE OF THE CASE: Tyson (D) appealed a denial of relief in WLR's (P) declaratory relief
action over the constitutionality of antitakeover statutes in the Va. Code.
FACTS: D, a nationwide poultry producer, sought to acquire P, a chicken and turkey
producer. P's board adopted various defensive measures to protect P against the takeover. D
eventually presented a tender offer directly to the stockholders of P, but withdrew the
offer several months later, claiming that, due to actions taken by the P Board, D's offering
price was no longer reflective of the value of P's stock. Tyson appealed several rulings of
the district court, which found that the defensive tactics adopted by the P were a valid
legal means by which to respond to the threatened takeover. In particular D thought that
Section 690 of the Virginia Business Judgment Statute allowed a court to inquire into the
processes employed by directors in making decisions with respect to the takeover, and not
into the substance of the decisions. The court had denied D discovery of substantive
materials and content used by P in response to the takeover. D appealed.
ISSUE:
RULE OF LAW:
HOLDING AND DECISION:
LEGAL ANALYSIS:
Get
free access to the entire content for Mac, PC or Online
for 2-3 days and free samples
of all kinds of products.
for 2-3 days and free samples of all kinds of products.
https://bsmsphd.com
© 2007-2016 Abn Study Partner
No comments:
Post a Comment