Hollinger, Inc. v. Hollinger International, Inc.
Delaware Court of Chancery
858 A.2d 342 (Del. Ch. 2004)
Hollinger International, Inc. (International) (defendant) owned Telegraph Group Ltd. (Telegraph) and Chicago Group, entities that owned newspapers in the United States and England. These assets were, together, extremely valuable for International. Each asset was of similar importance to International, although Telegraph arguably was slightly more valuable than Chicago Group. International agreed to sell Telegraph to a third party. Hollinger, Inc. (Inc.) (plaintiff) controlled 68 percent of the voting power in International and objected to the sale. Inc. filed a motion in the Delaware Court of Chancery, seeking a preliminary injunction enjoining the sale of Telegraph on the grounds that it amounted to a sale of substantially all of International’s assets and thus required shareholder approval.
Rule of Law
Holding and Reasoning (Strine, J.)
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