The boards of directors of DuMont Corp. and Epsot, Inc., agreed to enter into a friendly merger, with DuMont Corp. to be the surviving entity. The stock of both corporations was listed on a national...

The boards of directors of DuMont Corp. and Epsot, Inc., agreed to enter into a friendly merger, with DuMont Corp. to be the surviving entity. The stock of both corporations was listed on a national stock exchange. In connection with the merger, both corporations distributed to their shareholders proxy statements seeking approval of the proposed merger. The shareholders of both corporations voted to approve the merger. About three weeks after the merger was consummated, the price of DuMont stock fell from $25 to $13 as a result of the discovery that Epsot had entered into several unprofitable long-term contracts two months before the merger had been proposed. The contracts will result in substantial losses from Epsot’s operations for at least the next four years. The existence and effect of these contracts, although known to both corporations at the time of the proposed merger, were not disclosed in the proxy statements of either corporation. Can the shareholders of DuMont recover in a suit against DuMont under the 1934 Act? Explain