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Investment Firm Buys Grocer for $1.36B, Resolves 10 Cases

Key Facts

  • Tender offer valued at $1.36 billion
  • Opposed 10 suits in multiple jurisdictions

The Situation

In March of 2016, Apollo Global Management, a leading global alternative investment firm, acquired gourmet grocery chain The Fresh Market in a tender offer valued at approximately $1.36 billion. Following the announcement of this acquisition, 10 separate suits were filed in federal and state courts in Delaware and North Carolina. Apollo and its new portfolio company, The Fresh Market, (as well as a group of The Fresh Market's directors and officers) retained Mintz to oversee all litigation strategy and supervise local counsel in each jurisdiction, coordinating all defense activities.

The Approach

As coordinating litigation counsel, we successfully negotiated the early resolution of the first four suits, and subsequently negotiated the successful resolution of two consolidated appraisal actions following extensive e-discovery and on the eve of several party depositions. We continued to represent The Fresh Market and individual defendants in a breach-of-fiduciary-duties suit in the Delaware Chancery Court and a federal securities law class action in the Middle District of North Carolina. In 2017, the North Carolina action was dismissed, and the Delaware Chancery court granted defendants' motions to dismiss all of the plaintiff's claims.

The Outcome

In under two years, we successfully opposed all 10 complaints filed against Apollo. These victories are significant because the practice of resolving merger objection suits with a global release at the preliminary injunction stage has fallen out of favor in the Delaware Chancery Court, leading plaintiffs to pursue a wider range of procedural approaches to challenge merger transactions. We assisted Apollo in navigating this changing legal landscape by defending it against a number of such deal challenges, including the above-referenced appraisal actions, in which plaintiffs sought an additional $140 million for their shares of The Fresh Market.

Supporting Professionals