News & Analysis as of

Appraisal

Delaware Chancery Court in Aruba Appraisal Finds Fair Value to be the Pre-Announcement Market Price: 30% Below Deal Value

by Morrison & Foerster LLP on

In 2015, Hewlett Packard acquired Aruba for a negotiated price of $24.67 per share, or about $2.8 billion. Several stockholders sought appraisal. On February 15, the Delaware Court of Chancery found that, for purposes of...more

Learn More About the Uniform Standards of Professional Appraisal Practice (USPAP)

by Nossaman LLP on

On Tuesday, March 20, beginning at 11:30 a.m. PT, Chapter One of the International Right of Way Association (IRWA) will be holding a joint luncheon with the Southern California Chapter of the Appraisal Institute at Luminarias...more

Delaware Corporate and Commercial Case Law Year In Review – 2017

by Morris James LLP on

This top ten list summarizes significant decisions of the Delaware Supreme Court and the Delaware Court of Chancery over the past calendar year. Our criteria for selection are that the decision either changed the law in a...more

Delaware Court of Chancery Concludes That Company's Unaffected Trading Price Prior to Merger Is Fair Value for Purposes of...

On February 15, 2018, the Delaware Court of Chancery issued its post-trial decision in Verition Partners Master Fund Ltd. v. Aruba Networks, Inc., a statutory appraisal proceeding arising from Hewlett-Packard's 2015...more

Court Of Chancery Adopts Market Price In Appraisal Valuation

by Morris James LLP on

Verition Partners Master Fund Ltd. V. Aruba Networks Inc., C.A. 11448-VCL (February 15, 2018) - This appraisal case adopts the target’s market price as its fair value....more

US House of Representatives Passes Five Bills Affecting Financial Institutions

by Shearman & Sterling LLP on

The US House of Representatives passed five bills focused on regulatory reform for financial institutions. The bills passed by the House include: the Housing Opportunities Made Easier Act (H.R. 2255), which amends the Truth...more

Your Daily Dose of Financial News

by Robins Kaplan LLP on

Volatility was again the name of the game on Thursday in the US markets, which closed down nearly 4% again and headed into official “correction” territory....more

Blog: The Cooley Outlook for 2018 M&A

by Cooley LLP on

What’s on tap for 2018 M&A? A recap of 2017 trends and the Cooley outlook on this year’s dealmaking: - Buying Innovation: Retention and Non-Competes. For both old-line companies and tech giants, innovation is the name of...more

2017 Delaware Corporate Law and Litigation Year In Review

In 2017, the Delaware courts once again issued many substantive corporate law decisions covering a wide range of issues critical to boards, stockholders, and officers. In addition, decisions from recent years continued to...more

Fixing Problems in the Texas Insurance Appraisal Process

by Zelle LLP on

In Scottish Union & National Insurance vs. Clancy, the Supreme Court of Texas held that compliance with an appraisal provision in an insurance policy was a condition precedent to suit and had not been waived by the insurance...more

Dell Appraisal Decision Overturned – Deal Price Given Substantial Weight

by Fox Rothschild LLP on

In a long awaited and highly anticipated ruling, the Delaware Supreme Court overturned the Court of Chancery’s decision in the Dell appraisal action, Dell v. Magnetar Global Event Driven Master Fund, No. 565, 2016 (Del. Supr....more

Delaware Supreme Court Reaffirms Importance of Deal Price in Dell Appraisal Reversal

by White & Case LLP on

Reaffirming the importance of deal price in appraisal proceedings involving wellshopped transactions, the Delaware Supreme Court reversed the 2016 Chancery Court decision which held that Michael Dell and Silver Lake Partners...more

Supreme Court Reverses Chancery's Dell Appraisal Decision

by Morris James LLP on

In one of the most anticipated opinions of 2017, Delaware’s Supreme Court reversed the Court of Chancery’s appraisal decision valuing Dell, Inc.’s shares after its management-led buyout in 2013. In its unanimous en banc...more

Delaware Supreme Court Clarifies Significance of Deal Price in Appraisal Cases

• For the second time in 2017, the Delaware Supreme Court reversed a Chancery Court’s decision to assign little or no weight to deal price in appraisal cases • In both cases, the court remained firm in its decision not to...more

Delaware Supreme Court reinforces the importance of deal price in appraisal proceedings

by Hogan Lovells on

In Dell Inc. v. Magnetar Global Event Driven Master Fund, Ltd., the Delaware Supreme Court reversed the Court of Chancery’s determination in an appraisal proceeding relating to the 2013 management-led buyout of Dell Inc....more

Delaware Supreme Court Reverses Court of Chancery’s Dell Appraisal Decision; Suggests that Deal Price Was the Best Evidence of the...

by Ropes & Gray LLP on

In Dell, Inc. v. Magnetar Global Event Driven Master Fund Ltd., et al., the Delaware Supreme Court reversed and remanded the Court of Chancery’s valuation of Dell in an appraisal case arising from the 2013 management buyout...more

Delaware Supreme Court Reverses Controversial Dell Appraisal Ruling

by Seyfarth Shaw LLP on

Seyfarth Synopsis: The Delaware Supreme Court issued its much-anticipated unanimous decision last Thursday in the “long-running appraisal saga” that took place following the 2013 management-led buyout of Dell. In reversing...more

M&A Update: Delaware Supreme Court Emphasizes Deal Price in Appraisal Litigation

On December 14, the Delaware Supreme Court released a long-awaited opinion in Dell Inc. v. Magnetar Global Event Driven Master Fund Ltd. that reversed and remanded a high-profile appraisal case decided by the Delaware Court...more

Alert: Delaware Supreme Court Reverses Dell’s Merger Appraisal Price Bump

by Cooley LLP on

On December 14, 2017, the Delaware Supreme Court reversed and remanded the Court of Chancery's appraisal of the fair value of Dell Inc. The trial court's 2016 ruling, which found that a $25 billion management-led buyout...more

Delaware Supreme Court Reverses And Remands Dell MBO Appraisal Decision, Finding The Trial Court Erroneously Disregarded The Deal...

by Shearman & Sterling LLP on

On December 14, 2017, the Delaware Supreme Court, in an opinion by Justice Karen L. Valihura, reversed and remanded an appraisal ruling by the Court of Chancery that had determined that the management-led buyout (“MBO”) of...more

Delaware Supreme Court Issues Important Opinion in Dell Appraisal Case

On December 14, 2017, the Delaware Supreme Court issued its much-anticipated opinion in the Dell appraisal case, Dell, Inc. v. Magnetar Global Event Driven Master Fund Ltd., affirming in part, and reversing in part, the...more

Delaware Supreme Court Reverses Dell Appraisal Decision

The Delaware Supreme Court has reversed the Court of Chancery’s appraisal decision in Dell, Inc. v. Magnestar Global Event Driven Master Fund Ltd. et al. The Chancery Court had found that fair value was 28% above the deal...more

Delaware Supreme Court Stresses Value Of Deal Price In Appraisal Case

by Morris James LLP on

Dell Inc. v. Magnetar Global Event Driven Master Fund Ltd., No. 565, 2016 (December 14, 2017) - In this much-anticipated decision, the Delaware Supreme Court stresses the importance of the deal price to the award in an...more

Delaware Courts Continue to Define Appropriate Valuation Methodologies for Statutory Appraisal

Statutory appraisal actions remain one of the most closely watched areas of Delaware corporate law, and there have been significant developments in Delaware appraisal law. Recently, the Delaware Supreme Court provided...more

Senate Banking Committee schedules Dec. 5 markup of regulatory reform bill

by Ballard Spahr LLP on

Last week, members of the Senate Banking Committee announced that they had reached bipartisan agreement on “legislative proposals to improve our nation’s financial regulatory framework and promote economic growth.” ...more

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