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NCI Building Systems Directors Stuck With Suit Over 2018 Merger

Feb. 10, 2020, 11:11 PM

The CEO and several directors of building products company NCI Building Systems Inc. must face a derivative stockholder action brought to challenge the company’s 2018 merger, because the plaintiff sufficiently stated his claims, the Delaware Court of Chancery held Monday.

NCI Building Systems acquired Ply Gem Parent LLC in July 2018 in order to create a new company via merger, Cornerstone Building Brands Inc.

NCI common stockholder Gary D. Voigt challenged that transaction in a lawsuit, saying members of the board and private equity firm Clayton, Dubilier & Rice LCC breached their fiduciary duties because the merger was unfair. Unjust...

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