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Goldman Ismail Wins Bench Trial on behalf of Danaher Corp. Subsidiaries in Commercial Case

March 2017

Following a 10-day bench trial with dozens of witnesses and hundreds of exhibits, New York’s Commercial Division Court ruled in favor of co-plaintiffs Danaher Corp. and the Implant Direct Sybron joint venture companies, allowing Danaher to, in the Court’s words, “buyout the remaining 25% interest of a contentious minority shareholder” in the Implant Direct Sybron joint venture companies. The Court also rejected all of the counterclaims brought by the minority shareholder, Dr. Gerald Niznick, against the co-plaintiffs from which he had originally sought over 100 million dollars in damages.

The court explained in a 30-page order that Danaher was entitled to exercise two separate buyout options in the parties’ complex series of operating agreements and to remove Dr. Niznick from the Board of Managers based on the facts that Goldman Ismail lawyers helped prove at trial. The co-plaintiffs proved that Dr. Niznick’s premature resignation as president of the Implant Direct Sybron joint venture companies and subsequent fraudulent procurement of a consulting agreement entitled Danaher to invoke the “Employment Call Option” and proved that Dr. Niznick’s disparagement of company executives and harassment of employees with, among other things, “repeated off-color sexual remarks and insults” entitled Danaher to invoke the “Cause Call Option.”   

Goldman Ismail lawyers Joe Tomaselli, Andy Goldman, and Andrew Rima tried the case on behalf of the Implant Direct Sybron joint venture companies.