AC Acquisitions Corp. v. Anderson, Clayton & Co.

How courts have described this case

Verbatim parenthetical descriptions written by other courts when citing this decision. Ranked by citation-network relevance.

• explaining why partial self-tender was coercive and constituted a breach of fiduciary duty unless the defendants could prove it was entirely fair
• “where a self-interested corporate fiduciary has set the terms of a transaction and caused its effectuation, it will be required to establish the entire fairness of the transaction to a reviewing court’s satisfaction.”
• inequitable coercion occurs when the board creates circumstances that surround the stockholder vote where “no rational shareholder could afford not to [vote in favor of the board proposal] . . . at least if that transaction is viewed in isolation.”
• inequitable coercion occurs when the board creates circumstances that surround the stockholder vote where “no rational shareholder could afford not to [vote in favor of the board proposal] . . . at least if that transaction is viewed in isolation.”
• enjoining a coercive self-tender and restructuring plan

Source: CourtListener parenthetical corpus (CC0).