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SELK v. ST. PAUL AMMONIA PRODUCTS, INC.

No. 78-1644.

597 F.2d 635 (1979)

Gerson B. SELK, Eleanore Selk, Ronald H. Weinblatt and Robert S. Krauser, Appellants, v. ST. PAUL AMMONIA PRODUCTS, INC., N-Ren Corporation, H. H. Hamilton, George C. Van Nostrand, George W. Blout, Jerome C. Hunsaker, Jr., Kenneth D. Jarvis, George L. Polley, William Gardner and Edward Stegman, Appellees.

United States Court of Appeals, Eighth Circuit.

Decided April 27, 1979.

Attorney(s) appearing for the Case

I. Stephen Rabin, of Rabin & Silverman, New York City, for appellant; McCallum, Gallagher, McCollum & NYstrom, Ltd., Minneapolis, Minn., on brief.

Peter W. Sipkins, Briggs & Morgan, St. Paul, Minn., for appellee; Oppenheimer, Wolff, Foster, Shepard & Donnelly, St. Paul, Minn., on brief.

Before GIBSON, Chief Judge, ROSS, Circuit Judge, and VAN SICKLE, District Judge.

GIBSON, Chief Judge.

This appeal is from a judgment of the District Court1 dismissing the claims of the plaintiffs based on violations of sections 10(b) and 14(a) of the Securities Exchange Act of 1934, 15 U.S.C. §§ 78j(b) and 78n(a), contending the proxy statement issued with respect to a merger between a parent corporation and its subsidiary was false and misleading. The court concluded that there was no just reason for delay...

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