Viking Mergers

JUNE 14, 2022

Because the seller is receiving consideration in the form of cash at closing, sometimes a seller note, sometimes retaining/purchasing some equity in the new company, and potentially an earnout. In return, the seller is representing and guaranteeing (warranty) that everything they have given them is true and accurate in material fact.

Going Concern Value 130

Going Concern Value Equity Marketability 130

Reynolds Holding

MAY 10, 2023

The basic premise of Chapter 11 is that even an insolvent (or otherwise financially distressed business) may have significant going-concern value after its existing debt and other liabilities are restructured, and that creditors as a whole are better off preserving the business and sharing in its going-concern value than liquidating it piecemeal.

Going Concern Value 49

Going Concern Value Finance Equity Technology 49

Reynolds Holding

APRIL 10, 2024

Both measures represent a form of preventive, partial bail-in to preserve going-concern value for solvent intermediaries. Complementing going-concern recapitalization through contingent convertible bonds (CoCos) with redemption charges preventing runs largely addresses U.S. criticism of these instruments.

Banking 59

Banking Going Concern Value Dividends Marketability 59

Appraisal Rights

AUGUST 8, 2017

In addition, the Supreme Court disagreed with chancery that a financial buyer – such as Lone Star, the private equity buyer here – would perform a valuation analysis that was necessarily lower than that done by a strategic buyer.

Discounted Cash Flow 40

Discounted Cash Flow Comparable Company Analysis Risk-free Rate Appraisal 40