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Appraisal Rights Litigation Blog

Category Archives: Operative Reality

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Delaware Supreme Court Hears Argument in Dell Appraisal**

Posted in Award Premium, Discounted Cash Flow Analysis, Distinct from Fiduciary Duty Claims, Fair Value, Independent Valuation, Merger Price, Operative Reality, Stock Market Price, Supreme Court

As reported today in Law360 [$$], the Delaware Supreme Court heard argument yesterday on the chancery court’s ruling in the Dell appraisal case.  The court did not render its decision and did not indicate when it would do so.  We’ll continue to monitor the docket and post when the ruling comes down. ** Note: this… Continue Reading

Without Fanfare, Chancellor Bouchard Hands Down First Appraisal Opinion

Posted in Award Premium, Discounted Cash Flow Analysis, Distinct from Fiduciary Duty Claims, Fair Value, Operative Reality, Short-Form Merger, Terminal Value

The Delaware Chancery Court’s recent opinion in Owen v. Cannon has garnered little notice or press coverage, but deserves attention not only because the hybrid fiduciary duty-appraisal decision is Chancellor Bouchard’s first foray into the appraisal space, but because it reinforces some basic appraisal tenets and yet also bucks what some have called a recent… Continue Reading

Do Investors Need To Worry About “Synergies” in Appraisal Proceedings?

Posted in Fair Value, Merger Price, Operative Reality, Synergies, Valuation Expert

The purchaser of a company through merger often argues in a subsequent appraisal action that the price paid was too high and that the dissenting shareholder should be paid a lower amount. Tactically, it is important for the purchaser to impress the dissenting shareholder with down-side risk in pursuing the appraisal. The resulting inference of… Continue Reading