News & Analysis as of

Appraisal

Court of Chancery Defends Aruba Networks Appraisal Decision

by Morris James LLP on

This opinion arises out of the appraisal proceeding relating to Hewlett-Packard’s purchase of Aruba Networks. The case led to two notable opinions, so far. The first notable opinion was the Court’s original post-trial...more

Multiple States Considering Valuation Legislation

by Fox Rothschild LLP on

The Appraisal Institute reported that 21 pieces of legislation affecting the valuation profession are pending in 14 states....more

Delaware Supreme Court Affirms Court Of Chancery Appraisal Determination At Nearly 60% Discount To Deal Price

by Shearman & Sterling LLP on

On April 23, 2018, the Supreme Court of Delaware affirmed a decision by Vice Chancellor J. Travis Laster of the Delaware Court of Chancery appraising the shares of Clearwire Corporation at $2.13 per share, notwithstanding...more

Another Court Applies New York’s “Sufficient Factual Nexus” Test to Related Claims

by White and Williams LLP on

Claims-made insurance policies typically contain provisions providing that all “related claims” be treated as a single “claim,” deemed first made at the time the earliest of such claims was made. The related claims issue is...more

House Committee Passes USPAP Exemption Bill

by Fox Rothschild LLP on

The House Financial Services Committee recently passed legislation exempting appraisers from having to conduct evaluations in accordance with the Uniform Standards of Professional Appraisal Practice for loans under $250,000...more

Delaware Amendments Would Apply ‘Market Out’ Exception to Section 251(h) Back-End Mergers, Clarify Ratification Procedures

On April 19, 2018, the Executive Committee of the Delaware State Bar Association approved proposed amendments to the Delaware General Corporation Law (DGCL). This year’s amendments would provide for the application of the...more

Delaware Supreme Court Continues Recent Spate of Decisions Appraising Fair Value of a Company’s Stock Below Deal Price

by White and Williams LLP on

Delaware litigation seeking statutory appraisal of a target company’s value for purposes of determining the fair value of dissenting stockholders’ shares has virtually become the norm following a merger transaction. Such...more

Federal Banking Agencies Increase Appraisal Threshold for Commercial Real Estate Loans

by Weiner Brodsky Kider PC on

The FDIC, Federal Reserve Board, and OCC have issued a final rule that raised the threshold over which commercial real estate transactions, as they are now defined, require an appraisal, from $250,000 to $500,000. The rule...more

Five Questions to Ask Before Hiring an Appraiser for a Condemnation Case

by Faegre Baker Daniels on

A highly skilled appraiser can be a champion for a landowner whose property is being taken by a government entity. A credible, well-supported appraisal report can help you reach a favorable settlement with the government on...more

US Federal Financial Regulators Issue Final Rule Exempting Commercial Real Estate Transactions of $500,000 or Less from Appraisal...

by Shearman & Sterling LLP on

The U.S. Office of the Comptroller of the Currency, U.S. Board of Governors of the Federal Reserve System and the U.S. Federal Deposit Insurance Corporation issued a final rule that exempts commercial real estate transactions...more

Orrick's Financial Industry Week In Review

Federal Banking Agencies Issue Final Rule to Exempt Commercial Real Estate Transactions of $500,000 or Less from Appraisal Requirements: On April 2, 2018, the Board of Governors of the Federal Reserve System, the Federal...more

Financial Regulatory Developments Focus - April 2018 #2

by Shearman & Sterling LLP on

In this week's newsletter, we provide a snapshot of the principal U.S., European and global financial regulatory developments of interest to banks, investment firms, broker-dealers, market infrastructure providers, asset...more

Federal Banking Agencies Issue Final Rule to Exempt Commercial Real Estate Transactions of $500,000 or Less from Appraisal...

On April 2, 2018, the Board of Governors of the Federal Reserve System, the Federal Deposit Insurance Corporation, and the Office of the Comptroller of the Currency issued a final rule that increases the threshold for...more

West Coast Real Estate Update - April 2018

by Holland & Knight LLP on

Federal Budget Helps Affordable Housing - Advocates for and developers of affordable housing lamented tax cuts passed late last year. A decrease in the corporate tax rate made the low-income housing tax credit (LIHTC)...more

Proposed Delaware Amendments Would Limit Appraisal Rights in Two-Step Mergers

by Shearman & Sterling LLP on

Since its adoption in 2013, parties have been using a two-step merger structure facilitated by §251(h) of Delaware’s General Corporation Law (the DGCL) as a means of avoiding the requirement of calling a special meeting of...more

Utah Modifies Provisions Under Residential Mortgage Practices and Licensing Act

by Weiner Brodsky Kider PC on

Utah has issued House Bill 243 relating to licensing, record requirements, and investigations. The updates are effective May 8, 2018....more

When a Tenant Exercises an Option to Purchase, When Does the Obligation to Pay Rent End?

Some commercial leases provide the tenant with an option to purchase the real property....more

Nutter Bank Report, March 2018

Headlines: ...Lawsuits Challenging Overdraft Fees Continue Against Depository Institutions ...Broad Regulatory Relief Bill Passes Senate and Is Sent to House for Consideration ..FFIEC Issues Revised Guidance...more

Divorce financial statements: Do not overstate or understate values

by Stange Law Firm, PC on

In a divorce, courts are to divide marital property in a just manner when considering all the factors in an equitable jurisdiction. To divide marital assets in a just manner, courts need to know the value of the marital...more

Case Spotlight: In Re ExamWorks Group, Inc. Stockholder Appraisal Litig.

by Morris James LLP on

Case Spotlight: In Re ExamWorks Group, Inc. Stockholder Appraisal Litig., 2018 WL 1008439 (Del. Ch. Feb. 21, 2018) (Laster, V.C.) - ExamWorks Group, Inc. (the “Company”) is a Delaware corporation with its principal place...more

M&A Update: A Trio of Recent Delaware Decisions Discount Deal Price In Appraisal Litigation

In a trio of recent appraisal decisions, Delaware courts declined to use the deal price as the best evidence of fair value, instead using discounted cash flow analyses (“DCF”) and the unaffected market price to determine fair...more

Inside the Courts – An Update From Skadden Securities Litigators - March 2018/ Volume 10 / Issue 1

This quarter's issue includes summaries and associated court opinions of selected cases principally decided between November 2017 and January 2018. The cases address developing trends in appraisal, class certification, core...more

Can Insurance Appraisers Favor and Advocate For The Party That Selected Them?

by Cozen O'Connor on

This is a question the Colorado Supreme Court is set to resolve after recently granting Owners Insurance Company’s petition for writ of certiorari in Owners Insurance Company v. Dakota Station II Condominium Association,...more

Senate Passes Banking Bill Providing Dodd-Frank Relief

by Ballard Spahr LLP on

The U.S. Senate on March 14 passed S.2155, the Economic Growth, Regulatory Relief, and Consumer Protection Act (the Act), by a vote of 67 to 31. Although the Act would not make the sweeping changes to the Dodd-Frank Act found...more

Delaware Court Of Chancery Denies Stay Of Columbia Pipeline Appraisal, Finding That Pendency Of An Appeal Of Aruba Networks Did...

by Shearman & Sterling LLP on

On March 7, 2018, Vice Chancellor J. Travis Laster of the Delaware Court of Chancery denied a motion to stay or extend discovery filed by an appraisal petitioner in light of Vice Chancellor Laster’s recent ruling in Verition...more

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