Andrews & Springer LLC filed a shareholder class action against the directors of National Research Corporation (“NRC" or the "Company") in connection with its conflicted and self-serving recapitalization plan. The case was filed in the United States District Court, District of Nebraska, Case No. 8:17-cv-00441.
The complaint alleges that NRC's board of directors breached their fiduciary duties by allowing Michael Hayes, the founder, Chief Executive Officer and controlling stockholder of NRC, to forcibly cash-out all Class B stockholders except for himself in return for inadequate consideration. If the recapitalization plan closes, Hayes will be the only remaining Class B stockholder, allowing him to retain for himself preferential dividend rights worth six times the dividends when compared to what other stockholders will be entitled.
Please click here for a copy of the Complaint that was filed on November 15, 2017.