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LUBRANO v BOISE CASCADE OFFICE PRODUCTS Click to find out why . . .



Keywords & Phrases
CaseNo: C.A. No. 17,617, CourtCode: CC, CourtName: IN THE COURT OF CHANCERY IN THE STATE OF DELAWARE, Plaintiff: LUBRANO, State: DE Delaware, UniqueCaseRef: DE>CC>00017617, Boise, Bcc, Officer, Common Stock, Shareholders, Stockholders, Control, Executive Officer, Complaint, Acquisition, Shares, Transaction, Unfair, Proper, Price, Duties, Damages, Adequate, Delaware, Proposed Acquisition, Chief, Highest Obligations, Owe, Faith, Fair Dealing , ContentID: 120240602

Case Documents
1 1999-12-01 SHAREHOLDERS CLASS ACTION COMPLAINT
[ see first page and extracted highlights below  ] ItemID: 101568
7 pages
PDF
Total Documents: 1 document , 7 pages
Price: $ 19.95


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1 . SHAREHOLDERS CLASS ACTION COMPLAINT

EXTRACTED KEY WORDS
BOISE
PLAINTIFF
BCC
OFFICER
MEMBERS
COMMON STOCK
SHAREHOLDERS
STOCKHOLDERS
CONTROL
LAW
EXECUTIVE OFFICER
COMPLAINT
ACQUISITION
SHARES
TRANSACTION
UNFAIR
PROPER
PRICE
DUTIES
DAMAGES
ADEQUATE
COURT
DELAWARE
PROPOSED ACQUISITION
CHIEF
HIGHEST OBLIGATIONS
OWE
FAITH
FAIR DEALING
            IN THE COURT OF CHANCERY IN THE STATE OF DELAWARE
                           IN AND FOR NEW CASTLE COUNTY

                                              . .
MATTHEW LUBRANO,                               :     Civil Action No.
                             Plaintiff, :                                           . .            
              -against-                                                         l-$;-              
                                                                                 ,_.*:             
                                                                                 ,*/,/I            
BOISE CASCADE OFFICE PRODUCTS                  :                                  _1:  >           
CORPORATION, GEORGE J. HARAD,                  :                                    _,
THEODORE CRUMLEY, A. WILLIAM                                                                       
                                               :                                           __, _.  
REYNOLDS, DONALD E. ROLLER,                    :                                                   
JOHN B. CARLEY, CHRISTOPHER                    :                                              :.   
                                                                                               i `.
C. MILLIKEN, JAMES G. CONNELLY III,            :                                                -
                                                                                                   
PETER G. DANIS, JR., AND                                                                           
BOISE CASCADE CORPORATION,                     i

                             Defendants. :

                    SHAREHOLDER'S CLASS ACTION COMPLAINT

              Plaintiff, by his attorneys, for his complaint against defendants, alleges upon

personal knowledge with respect to paragraph 2, and upon information and belief, as to

all other allegations herein, as follows:

                                NATURE OF THE ACTION

              1.     This is a stockholders' class action on behalf of the public stockholders

of Boise Cascade Office Products Corporation ("Boise" or the "Company") to enjoin the

proposed acquisition of the publicly owned shares of Boise's common stock by its

controlling shareholder, defendant Boise Cascade Corporation  ("BCC").

                                       THE PARTIES

              2.      Plaintiff has been the owner of the common stock of the Company

since prior to the transaction herein complained of and continuously to date.

              3.     Defendant Boise is a corporation duly organized and existing under

SNIPPETS:
  • IN THE COURT OF CHANCERY IN THE STATE OF DELAWARE
  • SHAREHOLDER'S CLASS ACTION COMPLAINT
  • Plaintiff, by his attorneys, for his complaint against defendants, alleges upon
  • This is a stockholders' class action on behalf of the public stockholders
  • of Boise Cascade Office Products Corporation to enjoin the
  • Plaintiff has been the owner of the common stock of the Company
  • since prior to the transaction herein complained of and continuously to date.
  • Defendant BCC is a corporation duly organized and existing under the
  • He is Chairman of the Board and Chief Executive Officer of BCC and has been
  • He is currently senior vice president and chief financial officer of BCC and has
  • of Boise and owe them the highest obligations of good faith and fair dealing.
  • working control of Boise.
  • There are approximately 12 million shares of Boise common stock held by
  • shareholders other than BCC, who are geographically dispersed throughout the United
  • There are questions of law and fact which are common to the Class
  • (a> whetherthe Individual Defendants have breached their fiduciary and other common law
  • unconscionable and unfair and grossly inadequate because, among other things, the
  • those securities in the proposed acquisition given the stock's current trading price and the
  • BCC timed its offer to take advantage of the decline in the market price
  • Plaintiff has no adequate remedy at law.
  • damages caused to them and account for all profits and any special benefits obtained by
  • proper in the circumstances.
  •    |