On May 7, 2025, Judge David A. Haines of the Circuit Court of the Seventeenth Judicial Circuit in Broward County, Florida heard oral argument and denied in its entirety the defendants' motion to dismiss the shareholder derivative action against EACO Corporation ("EACO") and certain of its current and former officers and directors. Wolf Popper is co-counsel to plaintiff Alluvial Fund, LP in the litigation.
The court's ruling, delivered from the bench and reflected in a written order entered on May 9, 2025, allows the case to proceed to a determination on the merits. Defendants have been directed to file an answer to the Amended Complaint within 20 days of the Court's Order, and the parties are required to confer and schedule mediation within 60 days of the Order.
The lawsuit challenges EACO's October 2023 $31 million purchase of its headquarters from a trust controlled by EACO's CEO, Chairman, and 96% stockholder Glen Ceiley. The Complaint alleges the $31 million purchase price was significantly inflated above fair value, and that the process for the transaction was unfair to EACO and conducted without sufficient safeguards or board independence. The claims include violations of Fla. Stat. § 607.0832 (Directors' Conflicts of Interest), breach of fiduciary duty, and aiding and abetting those violations.
The case is Alluvial Fund, LP v. Glen F. Ceiley, et al., pending in the Circuit Court of the Seventeenth Judicial Circuit, in and for Broward County, Florida.
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