According to the complaint filed January 25, 2010, the plaintiffs allege herein that the Individual Defendants, separately and together, in connection with the Proposed Transaction are knowingly or recklessly violating their fiduciary duties, including their duties of loyalty, good faith and independence owed Plaintiffs and other public shareholders of Allied, or are aiding and abetting others in violating those duties.
During all relevant times hereto, the Defendants, and each of them, initiated a course of conduct which was designed to and did: (i) permit Ares to attempt to eliminate the public shareholders’ equity interest in Allied pursuant to a defective sales process and materially deficient disclosures, and (ii) permit Ares to buy the Company for an unfair price. In furtherance of this plan, conspiracy and course of conduct, Defendants, and each of them, took the actions as set forth herein.
In March 2010, the case was stayed due to pending settlement in Circuit Court for Montgomery County, captioned In re Allied Capital Corporation Shareholder Litigation, Case No. 322639V.
On August 3, 2010, the parties filed a Stipulation of Dismissal due to the settlement in Maryland state court. That day, Judge Rosemary M. Collyer approved the Stipulation and dismissed the federal action with prejudice.