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MACFADDEN HOLDINGS, INC. v. JB ACQUISITION CORP.

Nos. 1745, 1746, Dockets 86-7639, 86-7641.

802 F.2d 62 (1986)

MACFADDEN HOLDINGS, INC. and Macfadden Acquisition Corp., Plaintiffs-Appellees, v. JB ACQUISITION CORP., BJ Holding Corp., and Reliance Capital Group, L.P., Defendants-Appellants. John Blair & Company, Intervenor-Appellant.

United States Court of Appeals, Second Circuit.

Decided October 6, 1986.

Attorney(s) appearing for the Case

Louis A. Craco, New York City (Willkie Farr & Gallagher, New York City, Richard L. Posen, Brian E. O'Connor and Joel M. Litvin, New York City, of counsel), for plaintiffs-appellees.

Arthur L. Liman, New York City (Paul, Weiss, Rifkind, Wharton & Garrison, New York City, Max Gitter and Francis M. Holozubiec, Blair C. Fensterstock and Andrew B. Donnellan, Jr., New York City, of counsel), for defendants-appellants.

Paul C. Saunders, New York City (Cravath, Swaine & Moore, New York City, of counsel), for intervenor-appellant.

Before PRATT and MINER, Circuit Judges, RE, Chief Judge, U.S. Court of International Trade, sitting by designation.

MINER, Circuit Judge:

JB Acquisition Corp., BJ Holding Corp., and Reliance Capital Group, L.P. (collectively "Reliance") and Macfadden Holdings Inc. and Macfadden Acquisition Corp. (collectively "Macfadden") were competing tender offerors for control of John Blair & Co. ("Blair"), a communications company whose assets included several television and radio stations. After Reliance successfully acquired approximately ninety percent of the outstanding shares of Blair...

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