News & Analysis as of

Appraisal

Ballard Spahr LLP

Treasury Recommends Sweeping Industry Changes for Mortgage Lenders and Servicers

by Ballard Spahr LLP on

As covered earlier this week in a legal alert, the U.S. Department of the Treasury issued a report recommending sweeping regulatory changes for consumer financial services. Within the report, the Treasury also recommended a...more

White & Case LLP

Navigating change: US M&A H1 2018: Decision time for M&A in Delaware

by White & Case LLP on

Noteworthy rulings out of the Delaware Supreme Court and the Court of Chancery in the past six months are already having consequences for M&A activity. Dell and DFC Global: Market value may mean fair value - Two...more

Farrell Fritz, P.C.

Summer Shorts: Partnership Appraisal and Other Recent Decisions of Interest

by Farrell Fritz, P.C. on

The dog days of August are upon us, a perfect time as I do each year to offer vacationing readers some lighter fare consisting of summaries of a few recent decisions of interest involving disputes between business co-owners....more

Morris James LLP

Chancery Rejects Merger Price as Indicator of Fair Value in Appraisal Based on Flaws in Sales Process

by Morris James LLP on

The Virginia General Assembly recently enacted legislation to expand access to virtual-only meetings of corporations. Effective July 1, 2018, Virginia nonstock corporations have the option to hold their meetings of members...more

Cadwalader, Wickersham & Taft LLP

M&A Update: The Importance of a High-Quality Sales Process in Determining the Outcome of an Appraisal Proceeding

Two recent decisions by the Delaware Court of Chancery underscore that the outcome of an appraisal proceeding often will turn on the quality of a company’s sale process. ...more

Shearman & Sterling LLP

Applying Dell and DFC, Delaware Court Of Chancery Finds "Fair Value" Is Deal Price Less Synergies In Appraisal Action

by Shearman & Sterling LLP on

On July 30, 2018, Chancellor Andre Bouchard of the Delaware Court of Chancery determined that the deal price minus synergies was the best evidence of the fair value of Solera Holdings, Inc. (“Solera”) in an appraisal action...more

Farrell Fritz, P.C.

Basics of Valuation Proceedings – Litigating an Appraisal from Start to Finish – Part 2

by Farrell Fritz, P.C. on

...So you, or your client, have found yourself in an appraisal proceeding. The question then becomes: What are the legal rules, principles, and standards that apply in the valuation proceeding itself? That is the subject of...more

Skadden, Arps, Slate, Meagher & Flom LLP

Delaware Enacts Amendments to LLC Act and Delaware General Corporation Law

On July 24, 2018, Delaware Gov. John Carney signed into law amendments to the Delaware Limited Liability Company Act (DLLCA) and the Delaware General Corporation Law (DGCL) (collectively, the Acts), which are intended to keep...more

Morris James LLP

So You Think You Know Delaware Law?

by Morris James LLP on

We all sometimes believe we know more than what we really do understand. Despite scholarly warnings about that tendency, it continues to mislead us. Now that same error is threatening the legal profession. Originally...more

Weiner Brodsky Kider PC

Illinois Amends its AMC Licensing Law

by Weiner Brodsky Kider PC on

Effective July 13, 2018, Illinois amended its statutory scheme licensing appraisal management companies (AMC) to bring the state into compliance with several aspects of the federal AMC Minimum Standards Rule....more

Fox Rothschild LLP

Chancery Departs From Merger Price In Appraisal Action, Finding Flaws With Sales Process

by Fox Rothschild LLP on

The highly publicized Dell and DFC Global appraisal opinions issued by the Delaware Supreme Court in 2017 inform that where a company is sold in a clean M&A auction process, with information sufficiently disseminated to...more

Morris James LLP

Court of Chancery Explains When Market and Deal Price Are Not Fair Value In Appraisals

by Morris James LLP on

Blueblade Capital Opportunities LLC v. Norcraft Cos. Inc., C.A. No. 11184-VCS (Del. Ch. July 27, 2018) - This is an important appraisal decision because it examines, post-Dell and DFC, when the market price and deal price...more

Zelle  LLP

Menchaca Continues to Preclude Post-Appraisal Liability

by Zelle LLP on

In USAA Texas Lloyds Company v. Menchaca, the Texas Supreme Court provided five distinct rules regarding the relationship between claims for an insurance policy breach and Texas Insurance Code violations. Shortly after the...more

Morris James LLP

Court of Chancery Explains Difference Between Experts and Arbitrators Under Delaware Law

by Morris James LLP on

Penton Business Media Holdings LLC v. Informa PLC, C.A. No. 2017-0847-JTL (Del. Ch. July 9, 2018) - This decision explains the difference between agreeing to have a dispute decided by an expert rather than an arbitrator. ...more

Ervin Cohen & Jessup LLP

Selling Real Property In A Federal Receivership

by Ervin Cohen & Jessup LLP on

Q: I am a federal receiver. One of the assets in the estate is a small office building. I want to list it with a broker and sell it. ...more

Bradley Arant Boult Cummings LLP

Borrower Can’t Blindly Rely on Lender’s Appraisal, Court Rules

A June 19, 2018, decision by the North Carolina Court of Appeals will likely make it more difficult for borrowers in the Tar Heel State to sue on the claim that their mortgage originator misled them as to their home’s value....more

Farrell Fritz, P.C.

Basics Of Valuation Proceedings – Litigating An Appraisal From Start To Finish – Part 1

by Farrell Fritz, P.C. on

Last month, seasoned business appraiser Andy Ross of Getty Marcus CPA, P.C., and I made a presentation at the Nassau County Bar Association about appraisal proceedings in business divorce cases. With the subject of business...more

Zelle  LLP

Texas Case Shows Clarity is Key in the Appraisal Process

by Zelle LLP on

A recent Texas state appellate court decision confirms the importance of clarity in the appraisal process as to the issues being considered by an appraisal panel. In Texas Windstorm Insurance Association v. Dickinson...more

Fox Rothschild LLP

Ill. Court: Tax Appeal Attorneys Not Engaged In Appraisal Practice

by Fox Rothschild LLP on

The Circuit Court of Cook County, Illinois (Chancery Division) ruled that attorneys who referenced comparable property valuations and market values based on an income approach as part of tax appeal proceedings were simply...more

Shearman & Sterling LLP

M&A Watch: Not So Sweet – No Appraisal Rights for Dr Pepper Stockholders

by Shearman & Sterling LLP on

The Delaware Court of Chancery recently delivered the latest in a line of decisions refining the application of statutory stockholder appraisal rights in M&A transactions. In City of North Miami Beach General Employees’...more

Traub Lieberman Straus & Shrewsberry LLP

Iowa Supreme Court Addresses Scope of Appraisal Process

Appraisal provisions are intended to enable policyholders and insurers to resolve claims regarding the amount of a loss without the need for litigation. Notwithstanding this laudatory purpose, the scope of the appraisal...more

Thompson Coburn LLP

Dodd Frank rollback law provides regulatory relief for community banks (Part 2)

by Thompson Coburn LLP on

Part 2: Residential mortgage lending - On May 24, 2018, President Trump signed into law the Economic Growth, Regulatory Relief, and Consumer Protection Act (the “Act”). The Act will make a variety of changes aimed at...more

Morris James LLP

Court Of Chancery Holds That Dr. Pepper And Keurig Reverse Triangular Merger Does Not Trigger Appraisal Rights

by Morris James LLP on

City Of North Miami Beach General Employees’ Retirement Plan v. Dr. Pepper Snapple Group Inc., C.A. No. 2018-0227-AGB (Del. Ch. June 1, 2018) - In a reverse triangular merger, a parent company uses a subsidiary to acquire...more

Fox Rothschild LLP

Chancery Denies Reargument Of Aruba Appraisal Decision

by Fox Rothschild LLP on

On May 21, 2018, the Delaware Court of Chancery denied Petitioners’ motion for reargument in the Aruba Networks appraisal litigation, styled as Verition Partners Master Fund Ltd. v. Aruba Networks Inc., C.A. No. 11448-VCL...more

Shearman & Sterling LLP

Delaware Court Of Chancery Reaffirms Decision That "Fair Value" For Appraisal Was The Unaffected Market Price, Based On Dell And...

by Shearman & Sterling LLP on

On May 21, 2018, Vice Chancellor J. Travis Laster of the Delaware Court of Chancery reaffirmed the Court’s earlier ruling that the best evidence of the fair value of Aruba Networks, Inc. (“Aruba”) for purposes of appraisal in...more

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Updated: May 25, 2018:

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Privacy Officer
JD Supra, LLC
10 Liberty Ship Way, Suite 300
Sausalito, California 94965

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Privacy Officer
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Sausalito, California 94965

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Updates to This Policy

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