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Appraisal Valuation Mergers

Conyers

The Duties of Independent Directors in Amalgamations and Mergers

Conyers on

This article is the second of a three-part series analysing the decision of Justice Martin in Glendina Pty Limited & Ors v NKWE Platinum Ltd (2025) SC (Bda) 15 Civ – the first “fair value” appraisal claim under section 106...more

Conyers

“Fair Value” In Appraisal Actions Under The Companies Act 1981 S 106(6)

Conyers on

On 4 February 2025, Martin J handed down judgment in Glendina Pty Limited & Ors v NKWE Platinum Ltd (2025) SC (Bda) 15 Civ. It is the first “fair value” appraisal claim on a merger or amalgamation under the Companies Act 1981...more

Farrell Fritz, P.C.

Valuation, Hindsight, And Taxes

Farrell Fritz, P.C. on

The Benefit of Knowing- Monday morning quarterbacking – the connotations are anything but positive. Life is full of instances in which someone, in possession of all the factors that informed – or that should have...more

K&L Gates LLP

Delaware Court Of Chancery Uses Company’s Unaffected Market Price To Determine Fair Value In Appraisal Action

K&L Gates LLP on

In In Re: Appraisal of Jarden Corporation, C.A. No. 12456-VCS (Del. Ch. Jul. 19, 2019), the Delaware Court of Chancery (the “Court”) determined in a statutory appraisal action that, in connection with a merger, the fair value...more

White and Williams LLP

Delaware Chancery Court Finds Unaffected Market Price to Be Fair Value in a Post-Dell Appraisal Decision

On February 15, 2018, in the statutory appraisal proceeding of Verition Partners Master Fund Ltd. v. Aruba Networks, Inc., the Delaware Court of Chancery decided that the “most persuasive evidence” of Aruba Networks’ fair...more

Morris James LLP

Court Of Chancery Imposes Sanctions For Failing To Comply With A Scheduling Order

Morris James LLP on

In RE Examworks Group Inc. Stockholder Appraisal Litigation, C.A. 12688-VCL (February 21, 2018) - As this decision again points out, a scheduling order is a court order that must be followed or sanctions will be imposed....more

Morris James LLP

Court Of Chancery Interprets Dell In An Appraisal Case

Morris James LLP on

In RE Appraisal Of AOL Inc., C.A. 11204-VCG (February 23, 2018) - This is an important case for its comments on the Dell decision of the Delaware Supreme Court. The Court declined to use the deal price as evidence of the...more

McCarter & English, LLP

Delaware Law Updates - 2016 Year in Review

Our Delaware Corporate and Alternative Entity Law attorneys closely followed the opinions coming from Delaware’s Supreme Court and Court of Chancery. Our 2016 Year in Review is a collection of brief summaries of selected...more

Troutman Pepper Locke

Appraisal Arbitrage: Heads I Win, Tails You Lose

Troutman Pepper Locke on

Delaware state courts have seen a rise in appraisal petitions filed by shareholders dissenting from mergers, with 34 actions filed in the first half of 2016, compared to 16 in all of 2012, according to a recent Wall Street...more

McGuireWoods LLP

New Developments in Estate and Gift Tax Valuation Cases

McGuireWoods LLP on

A number of recent cases highlight particular issues in valuation of assets for purposes of the estate and gift tax. On July 6, 2015, the Internal Revenue Service settled Estate of Davidson v. Commissioner, T.C. Docket No....more

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