Legal Opinion

In re Sauer-Danfoss Inc. Shareholders Litigation

Court of Chancery of Delaware

Decided April 29, 2011No. C.A. No. 5162-VCLPublishedCited by 54 opinions

1Opinion of the Court

OPINION

LASTER, Vice Chancellor.

The plaintiffs own an undisclosed number of shares of Sauer-Danfoss Inc. (“Sauer-Danfoss” or the “Company”). They filed suit hours after Danfoss A/S, the Company’s controlling stockholder, announced a plan to launch a tender offer for the Sauer-Danfoss minority shares. After filing, the plaintiffs did not actually litigate. Instead, their counsel tried to set up a disclosure-only settlement. For disputed reasons, talks broke down. After the plaintiffs amended their complaint to assert that the defendants failed to disclose the supplemental details contemplated…

2Cases cited32 opinions

  1. TSC Industries, Inc. v. Northway, Inc.Supreme Court of the United States · 1976
  2. Alexander Kahan, on Behalf of Himself and All Others Similarly Situated v. Lewis RosenstielCourt of Appeals for the Third Circuit · 1970
  3. Rosenblatt v. Getty Oil Co.Supreme Court of Delaware · 1985
  4. Cheryl Reynolds v. Beneficial National Bank, Appeals of Belinda PetersonCourt of Appeals for the Seventh Circuit · 2002
  5. Loudon v. Archer-Daniels-Midland Co.Supreme Court of Delaware · 1997

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3Cited by54 opinions

  1. In re KKR Financial Holdings LLC Shareholder LitigationCourt of Chancery of Delaware · 2014
  2. In re Trulia, Inc. Stockholder LitigationCourt of Chancery of Delaware · 2016
  3. Appel v. BerkmanSupreme Court of Delaware · 2018
  4. Zalvin v. AyersOhio Court of Appeals · 2020
  5. Henkel v. Aschinger, Court of Common Pleas of Ohio, Franklin County, Civil Division2012

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