In November 2018, Kaskela Law filed a stockholder derivative and class action complaint on behalf of NCI Building Systems, Inc. (“NCI”), n/k/a Cornerstone Building Brands, and the company’s stockholders against NCI’s controlling stockholder, Clayton, Dubilier & Rice LLC (“CD&R”), and the members of NCI’s board of directors. Voigt v. Metcalf, et al., C.A. No. 2018-0828-JTL (Del. Ch.).
Among other things, the complaint alleged that CD&R forced NCI into merging with Ply Gem Parent, LLC (“Ply Gem”) (the “Merger”), another CD&R portfolio company, and caused NCI to overpay for Ply Gem by $600 million. Following the announcement of that merger, shares of NCI’s common stock significantly declined in value.
On February 10, 2020, Vice Chancellor Laster denied defendants’ motions to dismiss the complaint. The Court’s Memorandum Opinion is available at https://courts.delaware.gov/Opinions/Download.aspx?id=301650.
In January 2022, the Court approved of a proposed settlement of the action for $100 million.