In Re Dollar Thrifty Shareholder Litigation

MEMORANDUM OPINION

STRINE, Vice Chancellor.

I. Introduction

The plaintiffs seek a preliminary injunction preventing the consummation of a merger under a merger agreement under which Hertz Global Holdings, Inc. 1 will buy all the shares of its smaller rental car industry rival Dollar Thrifty Automotive Group, Inc. for $82.80 per share in cash (including a $200 million special dividend that will only be paid in the event of the merger) and 0.6366 shares of Hertz stock for each share of Dollar Thrifty stock (the “Merger,” and the “Merger Agreement” respectively). The Merger consideration was worth…