Harvard Corporate Governance

APRIL 24, 2023

Fox Distinguished Professor of Business Law at the University of Pennsylvania Carey Law School and Steven Davidoff Solomon is Alexander F. As companies that adopted dual-class stock structures with sunsets at the time of their IPOs age, some sunset mechanisms, particularly term-based sunsets, are beginning to take effect. 3d 635 (Del.

Marketability 224

Marketability 224

Reynolds Holding

APRIL 11, 2024

M & F Worldwide Corp. , In the important 2014 case of Kahn v.

45

45

Cooley M&A

SEPTEMBER 1, 2017

A recent decision provides a helpful roadmap for directors and controlling stockholders (who also have fiduciary duties to the minority) when navigating sales of such companies where there are heightened litigation risks due to the presence of actual and perceived conflicts of interest. M&F Worldwide Corp.

Start-ups 52

Start-ups Compliance 52

Shephard Mullin M&A

JULY 17, 2023

In particular, Anderson analyzed the history of disclosure-based deal litigation in Delaware and the Court’s evolving standard for awarding fees where shareholder action has caused a company to issue additional pre-merger disclosures “mooting” pending deal litigation. the “Company”) from merging with Centene Corporation (the “Acquirer”).

52

52

Reynolds Holding

DECEMBER 11, 2023

Following M&F Worldwide , the Supreme Court issued Robert A. KKR Financial Holdings, , which conceptually followed M&F Worldwide by providing for case-dispositive standard shifting, albeit in non-controlling stockholder transactions. In 2012, Delaware law began to constrain the role of equity.

Venture Capital Fund 64

Venture Capital Fund Equity Appraisal Marketability 64

Shephard Mullin M&A

JULY 27, 2020

In the context of a company with a controlling stockholder, the Delaware Supreme Court has provided guidance in Kahn v. M&F Worldwide Corp. [1] the “ Company ”) sought to acquire EMC Corporation, which had an 81.9% However, the Company retained the right to exercise the mandatory conversion.

Technology 40

Technology 40

Cooley M&A

MAY 5, 2020

M&F Worldwide Corp., a data protection software company (“Intersections” or the “Company”). The Company and the Acquiror entered into a definitive merger agreement on October 31 st. The transaction was ultimately approved by a majority of the Company’s disinterested stockholders.

Finance 40

Finance Equity Technology 40