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DALTON v. AMERICAN INVESTMENT COMPANY

501 A.2d 1238 (1985)

Mary G. DALTON, Individually and as Custodian for Robert A. Dalton, James T. Dalton and John A. Dalton Under the Uniform Gifts to Minors Act, Richard T. Dalton, Individually and as Custodian for Robert A. Dalton and James T. Dalton, Under the Uniform Gifts to Minors Act, Randy Dalton, Robert Fisher, Bonnie Fisher, Individually and as Custodian for Robert Cassett Fisher, Jacqueline Fisher, and Caroline Fisher Under the Uniform Gifts to Minors Act, Babette Louis, Irene and Babette Louis, Louis K. Cassett, Myrtle Cassett, Dorothy Cassett, Banner Finance of Houston, Inc., Banner Finance of Rossville, Inc., and Banner Finance of Dallas, Inc., Plaintiffs Below, Appellants, v. AMERICAN INVESTMENT COMPANY, A Delaware Corporation, and Robert J. Brockman, Earl R. Tweedie, Warren E. Van Norman, James D. Barnes, Erwin A. Stuebner, Norfleet H. Rand, Basil L. Kaufman, Henry R. Barber, Albert J. O'Brien, M. Moss Alexander, Jr., Charles A. Specht, Francis Peter Cundill, Patrick M. Donelan, Alan G. Johnson and Leucadia American Corp., A Delaware Corporation, Defendants Below, Appellees.

Supreme Court of Delaware.

Decided December 30, 1985.

Attorney(s) appearing for the Case

Bruce M. Stargatt (argued) and David C. McBride of Young, Conaway, Stargatt & Taylor, Wilmington, and Bryan, Cave, McPheeters & McRoberts, St. Louis, Mo., of counsel, for plaintiffs below, appellants.

David A. Drexler (argued) of Morris, Nichols, Arsht & Tunnell, Wilmington, for American Inv. Co. and individual defendants, defendants below, appellees.

R. Franklin Balotti (argued) of Richards, Layton & Finger, Wilmington, and Dennis J. Block, Sanford F. Remz and Stephen A. Radin of Weil, Gotshal & Manges, New York City, of counsel, for Leucadia American Corp., defendant below, appellee.

Before McNEILLY, HORSEY and MOORE, JJ.

This appeal is from a decision of the Court of Chancery in favor of defendants in an action by certain preference stockholders seeking to enjoin the merger of American Investment Company (AIC) and Leucadia American Corp. (Leucadia American), a subsidiary of Leucadia, Inc. (Leucadia), and, after a request for preliminary injunction was denied, claiming money damages.

The essence of appellants' claim is that the AIC Board of Directors, all of whom were common stockholders...

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