STRINE, Vice Chancellor.
This opinion resolves a hotly-contested motion for class certification in a case alleging that the former directors of GenDerm Corporation failed to disclose all the material facts necessary to permit the GenDerm stockholders to make an informed judgment whether to accept the consideration offered in a December 1997 merger with a wholly-owned subsidiary of Medicis Pharmaceutical Corporation (the "Merger") or to seek appraisal.
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