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Blasius Industries, Inc. v. Atlas Corp.
Citation:564 A.2d 651 (1988)
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- Topic: Identifies the topic of law and where this case fits within your course outline.
- Parties: Identifies the cast of characters involved in the case.
- Procedural Posture & History: Shares the case history with how lower courts have ruled on the matter.
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- Facts: What are the factual circumstances that gave rise to the civil or criminal case? What is the relationship of the Parties that are involved in the case. Review the Facts of this case here:
Blasius is a new stockholder of Atlas. It began to accumulate Atlas shares and filed a Schedule 13D with the Securities Exchange Commission disclosing that it owned 9.1% of Atlas’ common stock. Blasius recently come under the control of two individuals, Michael Lubin and Warren Delano, who run a venture capital operation for investment banking firm. The prospect of Messers, Lubin and Delano involving themselves in Atlas’ affairs was not a development welcomed by Atlas’ management. At the meeting, Messrs, Lubin and Delano suggested that Atlas engage in a leveraged restructuring and distribute cash to shareholders. In increasing the size of Atlas’ board by two and filling the newly created positions, the members of the board realized that they were thereby precluding the holders of a majority of the company’s shares from placing a majority of new directors on the board through Blasius’ consent solicitation.
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