The Delaware Chancery Court last week upheld a shareholder rights plan adopted by Barnes & Noble’s board of directors in the face of a rapid accumulation of stock by investor Ronald Burkle’s Yucaipa funds.  In a rare post-trial opinion addressing the validity of a shareholder rights plan, Vice Chancellor Strine affirmed that Unocal provides the appropriate standard of review for the board’s adoption and maintenance of a rights plan with a 20% trigger that “grandfathered” in the existing 30% holding of the company’s founder and chairman, Leonard Riggio, while limiting further acquisitions by him.


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