Appraisal Rights
SEPTEMBER 24, 2018
The Columbia Blue Sky Blog posted last week on the impending auction for Sky PLC, where Professors Albert Choi and Eric Talley set the stage for the “shotgun economic jousting match between Comcast and Fox.”.
Cooley M&A
SEPTEMBER 21, 2018
High-tech antitrust enforcement is at the top of the Trump administration antitrust enforcement agenda, including challenges to mergers affecting technology platforms and the pharma and life sciences industries. Statements by senior leadership at both the US Department of Justice and US Federal Trade Commission promise vigorous enforcement in tech and pharma industries, and recent actions against transactions, including non-reportable deals, prove they are serious.
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Appraisal Rights
SEPTEMBER 11, 2018
While appraisal is typically a creature of statute, appraisal rights can also be a creature of contract–in particular, when an operating agreement, charter, or similar foundational document provides for them (including when a certificate of designation provides for the value of preferred stock ). Many states, including New York, allow the members of an LLC–as an example–to include appraisal rights in the operating agreement.
Appraisal Rights
SEPTEMBER 27, 2018
M&A Law Prof Blog says no. In short, the market out exception (at least in Delaware) provides that a shareholder does not have appraisal rights if they are receiving stock and not cash for their shares in the target company. M&A Law Prof Blog compares the current state of appraisal (including the market out exception) with the premise that appraisal came about at a time when mergers were generally for stock, and thus appraisal gave one the ability to force (via appraisal) cash considerat
Speaker: Susan Spencer, Principal of Spencer Communications
Intent signal data can go a long way toward shortening sales cycles and closing more deals. The challenge is deciding which is the best type of intent data to help your company meet its sales and marketing goals. In this webinar, Susan Spencer, fractional CMO and principal of Spencer Communications, will unpack the differences between contact-level and company-level intent signals.
Appraisal Rights
SEPTEMBER 26, 2018
On October 18, 2018, Stafford Publishing is offering a webinar covering developments in Delaware law, including appraisal. 2017 saw numerous appraisal decisions (many of which we have covered) and movement in both the strategy and practice of appraisal. With a panel of Delaware attorneys well versed in appraisal as well as fiduciary duty litigation, the webinar will cover developments in Delaware law affecting mergers.
Appraisal Rights
SEPTEMBER 25, 2018
The Columbia Blue Sky Blog posted about the speculation surrounding Dell Technologies Inc.’s pending offer to its public Class V trading stock shareholders (DVMT) and the opposition by activist hedge funds with substantial DVMT positions. Professor Eric Talley compares the challenges facing Dell to the hazards in The Hunger Games.
Appraisal Rights
SEPTEMBER 4, 2018
Yes. At least according to this extensive comparative analysis of U.S., French, and Romanian law in the University of Pennsylvania Journal of Business of Law (France has appraisal too, but that’s for another post). While obviously a small market and not known for its presence on the global capital markets stage, Romania has an apparently robust appraisal regime, allowing dissenting shareholders to dissent from a variety of corporate actions, demand repurchase of shares, and have an independent e
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