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IN RE STAPLES, INC. SHAREHOLDERS LIT.

Civ. A. No. 18784.

792 A.2d 934 (2001)

In re STAPLES, INC. SHAREHOLDERS LITIGATION.

Court of Chancery of Delaware, New Castle County.

Decided: June 5, 2001.

Attorney(s) appearing for the Case

Michael Hanrahan, Gary F. Traynor, and Paul A. Fioravanti, Jr., of Prickett Jones & Elliott, Wilmington; Jay W. Eisenhofer, Cynthia A. Calder, and John C. Kairis, of Grant & Eisenhofer, Wilmington; of counsel: Richard S. Schiffrin, Robert B. Weiser, and Eric Zagar, of Schiffrin & Barroway, Bala Cynwyd, Pennsylvania, Co-Lead Counsel, for Plaintiffs.

Jesse A. Finkelstein and Peter B. Ladig, of Richards, Layton & Finger, Wilmington; of counsel: Jeffrey B. Rudman, Daniel W. Halston, and Michael G. Bongiorno, of Hale and Dorr, Boston, Massachusetts, for Defendants.

OPINION

STRINE, Vice Chancellor.

In this opinion, the court considers a motion to enjoin a June 11, 2001 vote on a reclassification of the common stock of Staples, Inc. (the "Reclassification"). By the vote, the Staples board hopes to eliminate the company's tracking common stock, which tracks the performance of the company's e-commerce operations, Staples.com. The Reclassification involves the exchange of Staples.com stock for shares of the company's traditional...

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