In a rare move, the Delaware Court of Chancery granted a motion to dismiss a shareholder lawsuit objecting to a $110 million merger between two rival semiconductor manufacturers. In granting the defendants’ motion to dismiss, the court held the allegations that the acquired company’s board breached its fiduciary duties, acted in bad faith and violated its duty of candor were not supported by the plaintiff’s claims.
In November 2012, Cypress Semiconductor Corp. of San Jose, Calif., completed its acquisition of Colorado Springs, Colo.-based Ramtron International Corp. At the time of the $110 million transaction, both companies were rival semiconductor manufacturers and the merger valued Ramtron at $3.10 per share, according to court documents.
