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`\, IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
. __. . . __ . . . . . .
MICHAEL TARAGIN,
Plaintiff,
-against- C.A. No.
RICHARD L. BOND, JOHN S. CHALSTY,
WENDY L. GRAMM, JOHN J. JACOBSON,
JR., ELiGENE D. LEMAN, DR. MARTIN A.
MASSENGALE, ROBERT I;. PETERSON,
MICHAEL L. SANEM, JOANN R. SMITH,
IBP, I N C . A N D DONALDSON, LUFKIN &
JENRET'TE, INC.,
Defendants.
_CbASS ACTION COMPLAINT
Plaintiff .alleges upon information and belief, except as
to paragraph 1 which plaintiff alleges upon knowledge, as follows:
1. Plaintiff is a stockholder of
Incorporated ("IBP" or the "Company") .
2. IBP is a corporation duly organized and existing
under the laws of the state of Delaware, with its
executi.ve offices located at 800 Stevens Port Drive, Dakota Dunes,
South Dakota 57049. IBP is the world's largest producer of high
quality fresh beef and pork and is a leading supplier of premium,
fully prepared meats and other consumer-ready foods.
3. Defendant Richard L. Bond is President and Chief
Operating Officer of- IBP and a director.
SNIPPETS:
MICHAEL TARAGIN,
RICHARD L. BOND, JOHN S. CHALSTY,
to paragraph 1 which plaintiff alleges upon knowledge,
Incorporated ("IBP" or the "Company").
South Dakota 57049.
quality fresh beef and pork and is a leading supplier of premium,
fully prepared meats and other consumer-ready foods.
of the Board of Defendant Donaldson, Lufkin & Jenrette, Inc..
executive offices located at 211 Park Avenue New York,
the Chancery, on behalf of all common stockholders of IBP, or their
the Cl,ass are defendants herein and any person, firm, trust,
inconsistent or varying adjudications with respect to individual
members of the Class which would establish incompatible standards
to protect their interests.
On October 2, 2000, the Company and DLJ jointly
The (agreement provides that Rawhide Acquisition
transaction and recommended that IBP shareholders approve the
The offer is timed to cap the price of IBP's stock.
sales process and, thus, have assumed enhanced duties to maximize
T-he Buyout Group, which includes management and IBP's
the detriment of IBP's public stockholders.
at the expense of IBP's public shareholders.
which fiduciaries owe to IBP's public shareholders.
Unless enjoined by this Court,
Court may seem just and proper.
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