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1
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COMPLAINT
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EXTRACTED KEY WORDS
CITIGROUP DEFENDANTS PLAINTIFF MEMBERS PUBLICLY-HELD CONTROL SHAREHOLDERS UNFAIR SHARES COMMON STOCK TRANSACTION STOCKHOLDERS PRICE INADEQUATE PROFITABILITY DIRECTORS INDIVIDUAL DEFENDANTS DUTIES DAMAGES RODMAN INSURANCE AGENCY LIPP FISHMAN MECUM ARTHUR ZANKEL BIALKIN WEILL ALLEGATIONS REPRESENTATIVES DEALING |
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
---x
RODMAN INSURANCE AGENCY, INC.,
Plaintiff,
Civil Action No */77/y,@-
TRAVELERS PROPERTY CASUALTY CORP.,
ROBERT I. LIPP, JAY S. FISHMAN, FRANK J. :
TASCO. DUDLEY C. MECUM II, ARTHUR ZANKEL,:
KENNETH J. BIALKIN, SANFORD I. WEILL,
LESLIE B. DISHAROON and CITIGROUP INC.,
Defendants. . .
._.
COMPLAINT
Plaintiff alleges upon personal knowledge with respect
to itself, and upon information and belief as; to all other
allegations herein, as follows:
NATURE OF THE ACTION
1. This is a class action on behalf of the public
stockholders of Travelers Property Casualty Corp. ("Travelers" or
the "Company") , in connection with the proposed acquisition of
the publicly owned shares of Travelers common stock by its
majority controlling shareholder, defendant Citigroup Inc.
("Citigroup") .
2. The consideration that Citigroup stated it would
offer to members of the Class (as defined below) in the proposed
acquisition is unfair and inadequate because, among other things,
the intrinsic value of Travelers' common stock is materially in
excess of the amount offered, giving due consideration to the
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