Delaware shareholder dissent case disputes “circular logic” when valuing the business
The Delaware Chancery Court found the majority owners of a large, privately owned alcohol distributor authorized a merger to “freeze out” a 15% minority shareholder by using a process that was “anything but fair.” A fairness opinion, obtained a week prior to the merger, was an “afterthought,” the court noted, “pure window-dressing” to justify the [...]

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