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TOBACCO AND ALLIED STOCKS v. TRANSAMERICA CORP.

Civ. A. No. 1468.

143 F.Supp. 323 (1956)

TOBACCO AND ALLIED STOCKS, Inc., et al., Plaintiffs, v. TRANSAMERICA CORPORATION, Defendant.

United States District Court D. Delaware.

June 18, 1956.

Attorney(s) appearing for the Case

Daniel O. Hastings, Stewart Lynch and Clarence Taylor (of Hastings, Lynch & Taylor), Wilmington, Del., and Simon H. Rifkind, Samuel J. Silverman and Edward N. Costikyan (of Paul, Weiss, Rifkind, Wharton & Garrison), New York City, for plaintiffs.

Edwin D. Steel, Jr., George T. Coulson and William S. Megonigal, Jr. (of Morris, Steel, Nichols & Arsht), Wilmington, Del., and Gerhard A. Gesell and David E. McGiffert (of Covington & Burling), of Washington, D. C., for defendant.

LEAHY, Chief Judge.

On August 8, 1951, in related class actions brought by minority stockholders, I held defendant, Transamerica Corporation, violated Rule X-10B-5, promulgated by the Securities and Exchange Commission under § 10(b) of the Securities Exchange Act of 1934, 15 U.S. C.A. § 78j(b), in that preceding an offer to purchase Class A and Class B stock at a fixed price (plus a call on the A stock), defendant, a parent corporation and majority stockholder...

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