The Situation: When the Delaware Supreme Court decided Kahn v. M&F Worldwide Corp. (MFW) in 2014 (88 A.3d 635 (Del. 2014)), it provided a pathway for business judgment review for "freeze-out" merger transactions involving...more
The decision makes clear that deal price is an appropriate indicator of fair value even where there is only one bidder.
In Verition Partners Master Fund, Ltd. v. Aruba Networks, Inc., the Delaware Supreme Court reversed a...more
5/10/2019
/ Acquisitions ,
Appraisal ,
Appraisal Rights ,
Arms Length Transactions ,
Corporate Counsel ,
DE Supreme Court ,
Deal Price ,
Fair Market Value ,
Mergers ,
Private Equity ,
Shareholder Rights ,
Stock Prices
The Delaware Supreme Court upholds a lower court's decision to allow Fresenius to sever its merger agreement with Akorn.
On December 7, 2018, the Delaware Supreme Court unanimously affirmed Vice Chancellor Travis Laster's...more
The Situation: A Delaware court recently found that a board breached its fiduciary duties by bowing to activist pressure and engaging in a sale rather than continuing the business as a going concern.
The Case: In re PLX...more