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New York State Supreme Court upholds breach of fiduciary duty claims against Steel Partners Holdings, L.P. in merging out the public stockholders of Handy & Harman Ltd.
May 23, 2018
Gardy & Notis, LLP is lead counsel for the former public stockholders of Handy & Harman Ltd. whose shares were merged out by Handy & Harman's majority stockholder, Steel Partners Holdings, L.P.

The case is a stockholder class action alleging numerous flaws in the acquisition of Handy & Harman, including that the Chairman of the Handy & Harman Special Committee charged with protecting the interests of public stockholders was the friend and former roommate of the Chairman of Steel Partners Holdings and a former partner in the predecessor of Steel Partners Holdings; that the valuation of Handy & Harman was artificially lowered by using stale financial projections that underestimated the Company's forecasts; and that the tender offer materials failed to inform public stockholders of other important facts regarding the merger.

On May 9, 2018, Justice Barry R. Ostrager of the Supreme Court of the State of New York, New York County, Commercial Division, issued a Decision and Order denying Steel Partners' motion to dismiss and upholding allegations that Steel Partners breached its fiduciary duty to Handy & Harman's public stockholders.

The case is In re Handy & Harman Ltd. Stockholder Litigation, Index No. 654747/2017, in the Supreme Court of the State of New York, New York County, Commercial Division.
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