IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
HARBOR FINANCE PARTNERS,
derivatively on behalf of
NBTY, INC.,
Plaintiff,
-against-
ARTHUR RUDOLPH, SCOTT RUDOLPH, MICHAEL
ASHNER, GLEN COHEN, HARVEY KAMIL,
BERNARD G. OWEN, NATHAN ROSENBLATT,
AND WILLIAM SHANAHAN,
Defendants,
-and-
NBTY, JNC.:
Nominal Defendant.
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SHARlmLDER DERIVATIVE COMPLAINT
Plaintiff, by its attorneys, alleges for its derivative complaint, upon personal
knowledge as to itself and its own acts, and upon information and belief, as to all other
matters. as follows:
NATURE OF THE ACTION
1. This is a shareholder derivative action brought by a shareholder of NBTY, Inc., on
behalf of nominal defendant NBTY, Inc. ("NBTY" or the "Company").
2. Plaintiff alleges, inter (alia, that throughout the first half of 2000, the defendants have,
in violation of their fiduciary duties, to NBTY, made numerous false and misleading
statements which were designed to and did artificially inflate the price of NBTY
SNIPPETS:
HARBOR FINANCE PARTNERS,
-against-ARTHUR RUDOLPH, SCOTT RUDOLPH, MICHAEL ASHNER, GLEN COHEN, HARVEY KAMIL, BERNARD G.
SHARlmLDER DERIVATIVE COMPLAINT
Plaintiff, by its attorneys, alleges for its derivative complaint, upon personal
knowledge as to itself and its own acts, and upon information and belief, as to all other
This is a shareholder derivative action brought by a shareholder of NBTY, Inc., on
behalf of nominal defendant NBTY,
in violation of their fiduciary duties, to NBTY, made numerous false and misleading
statements which were designed to and did artificially inflate the price of NBTY
NBTY stock that they personally held.
NBTY was also exposed to irreparable harm to its name and reputation
Defendant Scott Rudolph is a director of NBTY.
Defendant Arthur Rudolph is a director of NBTY.
to (control the business and affairs of NBTY at all relevant times herein (which ability
Throughout the first half of 2000 defendants make numerous false and misleading statements
A ke,y component of our strategy, our U.S. retail expansion, showed significant improvement
We anticipate the Vitamin World retail business reaching breakeven during this fiscal year.
Sales (of the Holland & Barrett retail stores in the United Kingdom increased 19%, sales of
We believe we are poised for growth at both the Holland & Barrett business, where we will
Margins continue to benefit from pricing stability, new product introductions, stronger
Defendants take advantage of these false and misleading statements and the super-charged
of shares of NBTY stock to reap millions of dollars of profit.
For example, defendant Arthur Rudolph sold approximately 500,000 shares of
garnering proceeds of $10.2 million.
all:seeking to recover hundreds of millions of dollars in damages
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