Watts v. Des Moines Register and Tribune

How courts have described this case

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

• holding that recapitalization was not a “purchase or sale” when conversion of voting shares to nonvoting shares in prescribed ratio reflected internal corporate management decision only incidentally involving exchange of shares
• postponing decision pending discovery of factors influenc ing committee’s decision which were not presented in report
• “[T]he Court is persuaded that the Iowa Supreme Court would apply the more stringent version of the deferential business judgment rule expounded by [Zapata ].”
• purchase or sale may “in some cases encompass transactions that bear little resemblance to conventional purchases and sales”
• inadequate information on the record for court to evaluate reasonableness of bases
• “ ‘[T]he economic realities of the situation establish that (certificate holders) retained every right normally held by a shareholder with the exception of the right to vote, one which was only temporarily suspended.’ ” (quotation omitted)

Source: CourtListener parenthetical corpus (CC0).