Appraisal Rights

MAY 24, 2018

We previously covered the proposed DGCL amendments, which would make changes to the appraisal statute with respect to intermediate-form mergers, and clarify requirements for disclosure with respect to the number of shares not voting for a merger. If adopted, the appraisal amendments would become effective August 1, 2018. Coverage of these proposed amendments has intensified; here are some highlights: “ It is exceedingly uncommon for stock-for-stock transactions to be effected as a two-step tende

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Appraisal Rights

MAY 22, 2018

In its recent blog post , VentureCaseLaw covers a 2015 Delaware decision and how Delaware law deals with appraisal in instances where a Company has drag-along rights. In summary: Venture-backed companies should not assume an implied waiver of minority appraisal rights in a merger that utilizes a voting agreement’s drag-along rights if procedural requirements are not followed.

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Appraisal Rights

MAY 21, 2018

Today, Vice Chancellor Laster issued an opinion denying the petitioners’ motion for reargument in the Aruba appraisal litigation. See the full opinion here. For more information on this case, see our prior post here.

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