Harbor Finance Partners v. Huizenga

OPINION

STRINE, Vice Chancellor.

This matter involves a challenge to the acquisition of AutoNation, Incorporated by Republic Industries, Inc. A shareholder plaintiff contends that this acquisition (the “Merger”) was a self-interested transaction effected for the benefit of Republic directors who owned a substantial block of AutoNation shares, that the terms of the transaction were unfair to Republic and its public stockholders, and that stockholder approval of the transaction was procured through a materially misleading proxy statement (the “Proxy Statement”).

The defendant directors of Republic…