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In Brief: Crandon v. Maybelline

This article was originally published in The Rose Sheet

Executive Summary

Crandon v. Maybelline: Maybelline stockholder Crandon Capital Partners filed class action suit seeking an injunction to block the merger between Maybelline and Paris-based L'Oreal S.A., according to a Dec. 11 complaint. Crandon is charging the cosmetic company with "breach of...fiduciary duties owed to Maybelline's stockholders to take all necessary steps to ensure that the stockholders will receive the maximum value realizable for their shares." Crandon alleged that Maybelline did not "retain an independent investment banker to advise them as to Maybelline's value as an acquisition candidate" and instead relied on advice from Wasserstein, Perella -- Maybelline's largest shareholder -- which "has its own personal reasons to agree to the [merger] without necessarily achieving the best terms for Maybelline's public shareholders." Filed in Chancery Court in Delaware, the complaint requires defendants to "place [Maybelline] up for auction and/or conduct a market-check prior to" selling the company. The suit was filed the day after the announcement that L'Oreal would acquire Maybelline ("The Rose Sheet" Dec. 18, p. 1)...
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