Bankrupt Celsius’ Spinoff Ionic Told to Reopen Board Nominations

A Delaware judge reached a split decision Wednesday in a dispute over the number of board seats up for election at bankrupt Celsius Network’s offshoot Ionic Digital Inc.

Ionic’s directors breached their fiduciary duties by cutting one board seat “not for a valid corporate purpose, but as an inequitable defensive measure,” according to a 52-page Delaware Chancery Court opinion. But Ionic’s board properly rejected shareholders’ nominations of two director candidates under the Bitcoin mining firm’s advance notice bylaw, Vice Chancellor Bonnie W. David said.

She ordered Ionic to reschedule its annual meeting and reopen the nomination window for 10 ...