DESTRA TARGETED INCOME UNIT INVESTMENT TRUST, ON BEHALF OF UNITHOLDERS, a Delaware Statutory Trust; CONSTELLATION HEALTH GROUP, LLC, a Delaware Limited Liability Company; CONSTELLATION HEALTH, LLC, a Delaware Limited Liability Company, Plaintiffs, v. PARMJIT SINGH PARMAR (A.K.A. PAUL PARMAR); NAYA CONSTELLATION HEALTH LLC, a Delaware Limited Liability Company; ALPHA CEPHEUS, LLC, a Delaware Limited Liability Company; CONSTELLATION HEALTH INVESTMENT, LLC, a Delaware Limited Liability Company; FIRST UNITED HEALTH, LLC, a Delaware Limited Liability Company; BLUE MOUNTAIN HEALTHCARE, LLC, a Delaware Limited Liability Company; JOEL PLASCO; and SOTIRIOS ZAHARIS (A.K.A. SAM ZAHARIS), Defendants, and CONSTELLATION HEALTH GROUP, LLC and CONSTELLATION HEALTH, LLC, Nominal Defendants., 2017 Del. Ch. LEXIS 906

Summary

HOLDINGS: [1]-Plaintiffs' request under Del. Ch. Ct. R. 65(d) for preliminary injunctive relief with respect to the distribution by defendants of cash and other securities that they would receive in connection with transactions governed by an agreement and a plan of merger was necessarily granted based on the timing of the distributions and the realistic threat that defendants and those acting in concert with them would immediately transfer the consideration received outside of the court's jurisdiction; [2]-Moreover, preliminary injunctive relief was warranted because plaintiffs established a reasonable likelihood of success on the merits of their claims, including showing that limited liability company managers breached their fiduciary duties when executing an instrument where the transaction was an interested one that was not entirely fair.