MINNEAPOLIS, Jan. 12, 2005 (PRIMEZONE) -- On January 11, 2005, Judge John Rodenberg of Minnesota's Fifth Judicial District issued a 61-page Order and Memorandum denying Motions for Summary Judgment in a class action on behalf of former MCP shareholders, setting the stage for trial to begin on February 1, 2005. The case involves allegations of improper conduct by certain former officers and a former director of Minnesota Corn Processors (MCP) in connection with the Company's merger with Archer Daniels Midland (NYSE:ADM) in September 2002.
The case, filed in April 2003, alleges that eight former MCP officers and its Chairman of the Board engaged in or aided and abetted in breaches of fiduciary duties owed to MCP shareholders in connection with the ADM merger. In an earlier ruling, the Court certified the class action, consisting of approximately 5000 former MCP shareholders, residing throughout the upper Midwest.
Each of the nine defendants had moved for Summary Judgment, arguing the Court should dismiss the claims against them.
In the January 11th ruling, Judge Rodenberg denied the Summary Judgment Motions of six Defendants as to all counts alleged in the Complaint which include: conspiracy, breach of fiduciary duty, breach of duty of loyalty, aiding and abetting and unjust enrichment. The case asserts that the shareholders were subjected to an unfair merger process and received an unfair merger price in the 2002 merger with ADM. According to the Court Order, the focus of the trial will be on alleged improper negotiations early in the merger process, including private communications from MCP's former CEO, Dan Thompson, to ADM's Martin Andreas, suggesting that only Mr. Thompson could get the MCP Board members to accept less than $3.00 per share.
In his deposition, responding to the CEO's private communications, Allen Andreas testified that he had never seen a communication from a CEO that stated that the communication was "an informal communication" from the CEO as an individual.
The jury trial is scheduled to begin in St. Peter, Minnesota on February 1, 2005. The former MCP shareholders are represented by Minneapolis law firm, Zimmerman Reed. Defendants are represented by the Briggs and Morgan law firm based in St. Paul, Minnesota. To review the entire Order by Judge Rodenberg and for more information about the case, visit www.zimmreed.com.
More information on this and other class actions can be found on the Class Action Newsline at www.primezone.com/ca