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Case Status:    DISMISSED    
On or around 11/19/2010 (Notice of voluntarily dismissal)

Filing Date: October 06, 2010

According to the complaint filed October 06, 2010, in early August 2010, BHP Billiton Development 2 (Canada) Limited, a wholly-owned indirect subsidiary of BHP Billiton Plc (collectively, "BHP"), attempted to engage the Potash Board in discussions concerning a potential acquisition of Potash by BHP. On or about August 13, 2010, BHP sent the Board a written proposal to purchase Potash, a transaction valued at approximately US$38.6 billion.

In an attempt to defeat shareholder support for the Tender Offer, the Individual Defendants and Potash, on August 23, 2010, issued a materially false and misleading Solicitation/Recommendation Statement on Schedule 14D-9 (the "14D-9"). The 14D-9, which recommends that Potash shareholders reject the Tender Offer and not tender their shares, omits and/or misrepresents material information about, among other things, the Poison Pill and its purpose, analysis of the BHP offer price, analysis of Potash and strategic alternatives, the financial analysis by Potash's financial advisors and the standards used to conclude that the Tender Offer was "inadequate, from a financial point of view," and the Board's self-interested reasons for rebuffing BHP.

According to the Companhy's Form 10-K for the fiscal year ended December 31, 2010, on October 6 and 13, 2010, named plaintiffs filed substantially similar purported class action complaints in the United States District Court for the Northern District of Illinois, on behalf of themselves and all other shareholders of the Company against the Company and each of its directors. The complaints alleged, among other things, that the Company defendants violated Sections 14(d)(4) and 14(e) of the Securities Exchange Act of 1934 and Section 241 of the Canada Business Corporations Act. Pursuant to notices filed in the District Court on November 19, 2010, named plaintiffs voluntarily dismissed both lawsuits. On November 23, 2010, the District Court entered Orders dismissing both cases.


Sector: Basic Materials
Industry: Non-Metallic Mining
Headquarters: Canada


Ticker Symbol: POT
Company Market: New York SE
Market Status: Public (Listed)

About the Company & Securities Data

"Company" information provides the industry and sector classification and headquarters state for the primary company-defendant in the litigation. In general, "Securities" information provides the ticker symbol, market, and market status for the underlying securities at issue in the litigation.

In most cases, the primary company-defendant actually issued the securities that are the subject of the litigation, and the securities information and company information relate to the same entity. In a small subset of cases, however, the primary company-defendant is not the issuer (for example, cases against third party brokers/dealers), and the securities information and company information do not relate to the same entity.
COURT: N.D. Illinois
DOCKET #: 10-CV-06389
JUDGE: Hon. Amy J. St. Eve
DATE FILED: 10/06/2010
CLASS PERIOD END: 10/06/2010
  1. Lasky & Rifkind, Ltd. (Chicago)
  2. Law Offices of Alfred G. Yates
  3. Murray, Frank & Sailer LLP
  4. Robbins Geller Rudman & Dowd LLP (San Diego)
No Document Title Filing Date
—Reference Complaint Complaint Related Data is not available
—Related District Court Filings Data is not available