Benzinga

AUGUST 26, 2022

Open Text Corp (NASDAQ: OTEX ) subsidiary OpenText UK Holding Limited agreed to acquire Micro Focus Intl PLC (NYSE: MFGP ) for 532 pence per share, implying an enterprise value of $6.0 Micro Focus is a software company with $2.7 Micro Focus is a software company with $2.7 billion pro forma trailing twelve months.

Enterprise Value 97

Enterprise Value 97

Reynolds Holding

MAY 14, 2023

On May 1, 2023, the Delaware Court of Chancery addressed an unsettled question under Delaware law—whether a fully informed, uncoerced vote of disinterested stockholders (so-called “ Corwin cleansing” [1] ) can be applied to defeat claims to enjoin defensive measures under Unocal Corp. Mesa Petroleum Co. The case, In re Edgio, Inc.

Marketability 45

Marketability Equity 45

Farrel Fritz

JULY 25, 2022

The Company, its Principals, and the Merger Notice. On its face, the text of BCL § 623 (f) seems to say the answer is yes (but see below). So I’ll give my take on how the issues might be treated if considered on the merits.

Appraisal 52

Appraisal Equity Fair Market Value Marketability 52

Reynolds Holding

SEPTEMBER 9, 2022

The Securities Act of 1933 was about companies raising money from the public. Investors could decide which risks to take; companies that issued securities to the public were required to provide full, fair, and truthful disclosures to the public. 15] See Gary Plastic Packaging Corp. Meaningful engagement is always welcome.

Marketability 49

Marketability Compliance Start-ups Banking 49

Reynolds Holding

MAY 30, 2023

But the Court’s decision still leaves foreign sovereigns and their companies with a number of other potential defenses against criminal prosecutions, and we expect to see those defenses litigated in the lower courts in the coming years. Halkbank is unlikely to be the last state-owned company to run afoul of the vast U.S.

Banking 40

Banking Treasury Compliance 40

Reynolds Holding

MAY 9, 2023

There is reason to believe the SEC’s new universal proxy Rule 14a-19 will result in more stockholder nominees being elected to the boards of public companies. When a stockholder nominates a director however, a host of questions arise that are qualitatively different.

Dividends 45

Dividends Finance Equity Marketability 45

Reynolds Holding

MARCH 27, 2023

We examine developments in federal securities litigation involving special purpose acquisition companies. The Supreme Court Takes On Slack Pirani The case arises out of the New York Stock Exchange’s (“NYSE”) rule, introduced in 2018, that allows companies to go public through a direct listing.

Technology 59

Technology Start-ups Compliance Finance 59