FMC Corporation and Subsidiaries - Page 22




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          have been deleted without seriously impairing the analytical                
          foundations of the holding--that, being peripheral, may not have            
          received the full and careful consideration of the court that               
          uttered it.”).  In deciding petitioner’s claims in that case, the           
          court observed initially that petitioner had before the court two           
          theories for the recovery of damages, one of which was for the              
          loss of the value of confidential information.  FMC Corp. v.                
          Boesky, 825 F. Supp. 623, 632 (S.D.N.Y. 1993).  As to that                  
          theory, the court stated:                                                   
               the question here is what legally compensable value did                
               FMC hold on behalf of its shareholders in keeping                      
               confidential prior to those dates information relevant                 
               to its planned restructure of the interests of its                     
               public and management shareholders in the corporate                    
               equity that was compromised by the alleged premature                   
               disclosure caused by Goldman Sachs' employees, and what                
               is the best legal measure of that diminution in value                  
               of the information or plan as demonstrated by specific                 
               facts presented to the Court?  [Id. at 633.]                           
          In deciding that question, the court first noted:                           
                    The exclusive use of the only information shown to                
               have been leaked, that a possible recapitalization was                 
               in the works, unintentionally inured to the                            
               benefit--not the detriment--of the public shareholders,                
               and the insiders commensurably shared the benefit of                   
               the rise and assertion of a stock price expressing the                 
               value of the equity.  As elaborated below, FMC has                     
               failed to adduce any admissible evidence of specific                   
               facts that FMC sustained any increase in costs to it                   
               incurred to effectuate the restructure, or that any                    
               legitimate and legally cognizable value held by FMC in                 
               the financial information, which benefitted all its                    
               shareholders (at no cost to the company), was                          
               diminished in any way by premature disclosure.                         
               Correspondingly, the best measure of the compensable                   
               cost incurred by FMC or diminution in value of its plan                






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