The information contained on this website is only a summary of the information presented in more detail in the Notice of Pendency of Stockholder Class Action and Proposed Settlement, Settlement Hearing, and Right to Appear (the “Notice”), which you can access here. Because this website is just a summary, you should review the Notice for additional details.
Please be advised that your rights will be affected by the above-captioned stockholder class action (the “Action”) pending in the Court of Chancery of the State of Delaware (the “Court”) if you were a record holder or beneficial owner of Cornerstone Building Brands, Inc. (“Cornerstone” or the “Company”) common stock (NYSE: “CNR”) whose shares were exchanged for $24.65 per share in cash on July 25, 2022.
Please also be advised that (i) Plaintiffs Whitebark Value Partners LP (“Whitebark”) and Robert Garfield (collectively, “Plaintiffs”), individually and on behalf of the Class (defined in Paragraph 32 below); (ii) Clayton Dubilier & Rice, LLC, CD&R Pisces Holdings, L.P., Clayton, Dubilier & Rice Fund VIII, L.P., CD&R Friends & Family Fund VIII, L.P. (collectively, “CD&R”), George Ball, Gary Forbes, John Holland, William Jackson, and Judith Reinsdorf (collectively, the “Special Committee Defendants”), Centerview Partners LLC (“Centerview”), and Alena Brenner (“Brenner,” and collectively with CD&R, the Special Committee Defendants, and Centerview, “Defendants”); and (iii) Cornerstone (together with Plaintiffs and Defendants, the “Settling Parties,” and each a “Party”) have reached a proposed settlement for $45,000,000 in cash (the “Settlement”). The proposed Settlement, if approved, will resolve all claims in the Action against Defendants, and the Action will be dismissed with prejudice.
PLEASE NOTE: The Class is a non-“opt-out” class pursuant to Delaware Court of Chancery Rules 23(a), 23(b)(1), and 23(b)(2). Accordingly, Class Members do not have the right to exclude themselves from the Class.
PLEASE READ THE NOTICE CAREFULLY AND IN ITS ENTIRETY. The Notice explains how members of the class will be affected by the Settlement. The following table provides a brief summary of the rights you have as a class member and the relevant deadlines, which are described in more detail in the Notice.
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RECEIVE A PAYMENT FROM THE SETTLEMENT. CLASS MEMBERS DO NOT NEED TO SUBMIT A CLAIM FORM. |
If you are a member of the Class, you may be eligible to receive a pro rata distribution from the Settlement proceeds. Eligible Class Members do not need to submit a claim form in order to receive a distribution from the Settlement, if approved by the Court. Your distribution from the Settlement will be paid to you directly. See paragraphs 39-46 in the Notice for further discussion. |
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OBJECT TO THE SETTLEMENT BY SUBMITTING A WRITTEN OBJECTION SO THAT IT IS RECEIVED NO LATER THAN MAY 7, 2025. |
If you are a member of the Class and would like to object to the proposed Settlement, the proposed Plan of Allocation, or Plaintiffs’ Counsel’s request for an award of attorneys’ fees and expenses or any incentive awards to Plaintiffs, you may write to the Court and explain the reasons for your objection. |
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ATTEND A HEARING ON MAY 29, 2025 AT 9:15 A.M., AND FILE A NOTICE OF INTENTION TO APPEAR SO THAT IT IS RECEIVED NO LATER THAN MAY 7, 2025. |
Filing a written objection and notice of intention to appear that is received by, May 7, 2025, allows you to speak in Court, at the discretion of the Court, about your objection. In the Court’s discretion, the, May 29, 2025 hearing may be conducted by telephone or video conference (see paragraphs 52-53 of the Notice). If you submit a written objection, you may (but you do not have to) attend the hearing and, at the discretion of the Court, speak to the Court about your objection. |