Square D Co. v. Schneider S.A.
Plaintiff Square D Company alleged that defendant Schneider, S.A. and its affiliates were engaged in an illegal plan to acquire Square D through a hostile tender offer and proxy fight. Square D filed an Amended and Supplemental Complaint, claiming violations of Sections 7 and 8 of the Clayton Act and Section 1 of the Sherman Act. Defendants moved to dismiss these counts for failure to state a claim upon which relief can be granted, arguing lack of standing and flaws in the plaintiff's legal theories. The Court denied the defendants' motion in its entirety, affirming Square D's standing to bring the antitrust claims and accepting the 'agency theory' for Section 8 liability at this preliminary stage. The Court also denied the defendants' application for certification under 28 U.S.C. § 1292(b), citing the expedited schedule of the case and the potential for hindering resolution.