Mitchell Partners, L.P. v. AMFI Corp.

• Court: Court of Chancery of Delaware
• Decided: April 13, 2026
• Docket: 2020-0985-KSJM
• Status: Published

Opinion

COURT OF CHANCERY OF THE STATE OF DELAWARE KATHALEEN ST. JUDE MCCORMICK LEONARD L. WILLIAMS JUSTICE CENTER CHANCELLOR 500 N. KING STREET, SUITE 11400 WILMINGTON, DELAWARE 19801-3734

April 13, 2026

R. Bruce McNew Lisa M. Zwally Kevin D. Levitsky Bryan T. Reed Cooch and Taylor, P.A. Greenberg Traurig, LLP 1000 N. West Street, Suite 1500 222 Delaware Avenue, Suite 1600 P.O. Box 1680 Wilmington, DE 19801 Wilmington, DE 19899

Re: Mitchell Partners, L.P. v. AMFI Corp. et al., C.A. No. 2020-0985-KSJM

Dear Counsel:

This letter resolves the parties’ exceptions to the Final Report and

Recommendation of the Special Discovery Magistrate on Plaintiff’s Motions to

Compel dated January 16, 2026 (the “January 16 Report”).1

In the January 16 Report, the Special Discovery Magistrate resolved Plaintiff’s

motion to compel Defendants to produce “documents reflecting any [including

Defendants’] direct and indirect ownership of and purchases and sales of

[Defendants’] equity securities” by (i) Defendants themselves and (ii) certain

subsidiaries of AMFI that are not parties to this dispute.2

The Special Discovery Magistrate granted Plaintiff’s motion, modified as

follows: “To the extent not previously produced, Defendants shall produce documents

1 C.A. No. 2020-0985-KSJM, Docket (“Dkts.”) 296, 297, 294 (“January 16 Report”).

Terms not defined in this letter have the same meaning as in the court’s letter decision dated July 3, 2024. Dkt. 131. 2 Dkt. 283, Ex. A ¶¶ 53, 54; see also id. ¶ 3. C.A. No. 2020-0985-KSJM April 13, 2026 Page 2 of 2

in their possession, custody, or control referring to or reflecting the direct or indirect

ownership of any Class A or Class B shares of AMFI stock.”3 Elsewhere in the

January 16 Report, the Special Discovery Magistrate stated that the permissible

scope of examination for depositions conducted by Plaintiff “includes examination

into the direct or indirect ownership of Class A or Class B shares of AMFI stock.”4

Defendants take exception to these provisions of the January 16 Report, arguing that

they permit overbroad discovery and conflict with the court’s January 28, 2026

rulings.5

Defendants’ exceptions are sustained for the limited purpose of clarifying that

Plaintiff is not permitted discovery into the stock ledgers of non-parties or

Defendants’ knowledge of non-parties’ ownership of the stock of Defendants, other

than as it relates to Class B stock. On the same basis, and for the reasons described

by the court in its January 28 ruling, Plaintiff’s exceptions are overruled other than

to the extent Plaintiff requests verification of interrogatories, which is sustained.6

IT IS SO ORDERED.

Sincerely,

/s/ Kathaleen St. Jude McCormick

Chancellor

cc: Register in Chancery All counsel of record (by File&ServeXpress)

3 January 16 Report ¶ 6.

4 Id. ¶ 7.

5 Dkt. 307 at 16–17; see Dkt. 300 at 23:22–24:7, 26:6–8, 27:15–28:2.

6 Dkt. 304 at 3–4.