IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
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LUCIAN D. COX, on behalf of himself and
all others similarly situated, : Civil Action No.
Plaintiff,
V.
GALILEO INTERNATIONAL, INC.,
MIAO FENG-CHIANG, CHERYL BALLENGER,
ANDREW STUDDERT, ANTHONY C. SWANAGAN,
GRAHAM W. ATKINSON, WIM DIK, MINA GOURAN,
GEORGES P. SCHORDERET, KENNETH WHIPPLE,
JAMES E. BARLETT,
Defendants.
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CLASS ACTION COMPLAINT
Plaintiff, by his attorney, alleges upon information and belief except with
respect to him ownership of Galileo International, Inc. ("Galileo" or the `Company")
common stock, which is alleged upon personal knowledge, as follows:
PARTIES
1. Plaintiff is the owner of the common stock of defendant Galileo.
2. Galileo is a Delaware corporation with executive offices at 9700 West
Higgins Road, Rosemont, IL 60018. As of April 36, 2001, there were over 87.5 million
shares of common stock outstanding.
3. Galileo provides electronil: distribution services for the travel industry.
The Company provides travel agencies, as well as subsidiaries with, among other
things, the ability to access schedules and fare information and issue tickets for
airlines.
4. Defendant Miao Feng-Chiang is a Director of Galileo.
5. Defendant Cheryl Ballenger is the CFO and a Director of Galileo.
SNIPPETS:
Plaintiff, by his attorney, alleges upon information and belief except with
respect to him ownership of Galileo International,
Plaintiff is the owner of the common stock of defendant Galileo.
Galileo is a Delaware corporation with executive offices at 9700 West
shares of common stock outstanding.
distribution services for the travel industry.
Vice-President and General Counsel.
Defendant Georges P. Schorderet is a Director of Galileo.
Defendant Kenneth Whipple is a Director of Galileo.
Defendant James E. Barlett is the Chairman,
The foregoing individual directors of Galileo (collectively the "Director
Defendants") owe fiduciary duties to Galileo and its public shareholders.
brought is so nurnerous that joinder of all class members is impracticable.
outstanding owned by shareholders scattered throughout the United States.
members of the Class and which predominate over any questions affecting any
will be irreparably damaged by the transaction and conduct complained of herein.
For the reasons stated herein, a class action is superior to other available
On June 18, 2001, it was announced that Cendant would acquire lGalileo
Plaintiff has no adequate remedy at law.
Declaring that the proposed transaction is unfair, unjlust and inequitable to plaintiff and
Requiring defendants to compensate plaintiff and the members of the Class for all losses and
(0 Granting such other and further relief as may be just and proper.
Attorneys for Plaintiff
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