Blog World of Securities Regulation has this extensive breakdown of the recent Columbia Pipeline decision. The author notes that the Columbia Pipeline analysis goes through each factor, or sub-analysis, that the Delaware courts have considered relevant (to varying degrees) in appraisal proceedings recently. These include:

  • Sales process;
  • Deal price (and the reliability of it);

By a July 19, 2019 ruling, Vice Chancellor Slights set the fair value of Jarden Corporation at its unaffected market price of $48.31, below the $59.21 per share value of cash and stock that Newell Rubbermaid had paid to acquire it. The court also performed a DCF analysis that corroborated its valuation. The court

JDSupra has published an article discussing recent valuation issues in five states: Louisiana, Georgia, West Virginia, Alaska, and Pennsylvania.

While each decision covered is worth discussion in its own right, a comparative analysis of this kind lends itself to highlighting the similarities and differences between the states.  In particular, how (and if) each state applies

Law360 [$$] ran this piece today, Are Delaware Courts Last To Believe In Efficient Markets?, discussing Delaware Chancery’s Aruba decision, its treatment of the efficient market hypothesis, and the Supreme Court’s upcoming hearing of the appeal, which will take place this Wednesday, March 27, 2019.

We have written on Aruba previously, along with its

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.

Vice Chancellor Glasscock issued yesterday this AOL ruling on reconsideration, lowering his prior $48.70 determination to $47.08 — going farther below the $50 merger price — on the basis that he had overvalued one of AOL’s pending transactions in his DCF analysis.

The court prefaced its ruling by expressing its displeasure at both parties

The Delaware Court of Chancery just issued two new appraisal rulings:

  1. Solera (C. Bouchard): the Court awarded merger price less synergies, which comes out to 3.4% below deal price; we have previously reported on the Solera case here; and
  2. Norcraft (V.C. Slights): the Court awarded a premium of 2.5% above deal price,