Court Denies Motion For Temporary Restraining Order Against Emmis Buyout
July 27, 2010 at 2:00 PM (PT)
The buyout of EMMIS COMMUNICATIONS by JEFF SMULYAN's JS ACQUISITION, LLC with ALDEN GLOBAL CAPITAL won a round in court this morning when MARION COUNTY Superior Court Judge ROBYN MOBERLY denied a motion by dissident shareholders for a temporary restraining order to block the deal.
The decision held that the plaintiffs had failed to make a showing of "likelihood of success on the merits" of their breach of fiduciary duty claims as required for a TRO, that disclosure deficiencies alleged by the plaintiffs were "either not accurate, were disclosed, or is not information that a reasonable investor would consider in deciding how to vote, and that "no probative evidence that insolvency or bankruptcy was likely unless the Proposed Transaction is consummated, or otherwise" was presented.
"The risk exists," wrote Judge MOBERLY, "that the entry of a preliminary injunction would actually do more harm than good. The Plaintiffs' remedy of a sale of their shares by public market is available to them. Simply put, the Plaintiffs have failed to show that any harm they will suffer without injunctive relief outweighs the harm that granting an injunction will cause."