Legal Opinion

Henkel v. Aschinger

Court of Common Pleas of Ohio, Franklin County, Civil Division

Decided January 11, 2012No. Nos. 11CVH-11-14,234, 11CVH-11-14,256 and 11CVH-11-14,414PublishedCited by 6 opinions

1Opinion of the Court

FRYE, Judge.

1. Introduction

{¶ 1} Prompted by the announcement of a proposed corporate merger, three cases (now consolidated) were filed by four shareholders of Pinnacle Data Systems, Inc. (“PDSi”). Under a proposal unanimously endorsed by PDSi’s board of directors, holders of PDSi common shares would receive $2.40 per share in an all-cash merger with a newly created subsidiary of Avnet, Inc., a Fortune 500 company. The proposed transaction has been valued at roughly $22 million.

{¶ 2} Plaintiffs challenge the merger as derivative plaintiffs under Civ.R. 28.1. They also assert direct claims on…

2Cases cited23 opinions

  1. Basic Inc. v. LevinsonSupreme Court of the United States · 1988
  2. TSC Industries, Inc. v. Northway, Inc.Supreme Court of the United States · 1976
  3. Matrixx Initiatives, Inc. v. SiracusanoSupreme Court of the United States · 2011
  4. Ross v. BernhardSupreme Court of the United States · 1969
  5. Venture Associates Corporation, a Tennessee Corporation v. Zenith Data Systems Corporation, a Delaware CorporationCourt of Appeals for the Seventh Circuit · 1993

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3Cited by6 opinions

  1. Smith v. Robbins & Myers, Inc.District Court, S.D. Ohio · 2013
  2. Zalvin v. AyersOhio Court of Appeals · 2020
  3. In re Nicole Gas Production, Ltd.United States Bankruptcy Court, S.D. Ohio · 2014
  4. Ohio Power Co. v. BurnsOhio Court of Appeals · 2021
  5. IBEW Local No. 129 Benefit Fund v. TucciMassachusetts Superior Court · 2015

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