Diller's plans to collapse the dual-class share structure at IAC into a single class in each of the planned spinoffs had angered Malone, whose company under IAC's current low-vote and high-vote stock classification has a 62% voting interest with only a 30% economic interest. After the spinoffs, Liberty's voting interest would be reduced to 30% in four of the companies but remain steady at 62% in only the carved-out IAC.
IAC initially filed suit to obtain an opinion about collapsing the dual-class structure; Liberty followed with a complaint asserting that Diller's desires constituted a breach that violated contractual terms related to a "voting proxy" Liberty had granted Diller as IAC's chairman. Vice Chancellor Stephen P. Lamb issued his decision two weeks after a five-day trial earlier this month that featured Diller and Malone. - Richard Morgan
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The Delaware Court of Chancery ruled late Friday in favor of Barry Diller's IAC/InterActiveCorp, thus denying efforts of John Malone's Liberty Media Corp. to block the spinoff of four IAC units as separate companies.
