Search for: "Wachovia Bank of Delaware, N.A."
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13 Nov, 2008 12:37 pm by broc
... preferred stock representing approximately 39.9% of Wachovia’s voting power was a “draconian and unlawful” deal protection that rendered the shareholder vote on the merger essentially meaningless. This is a fact pattern that the Delaware courts have dealt with quite ... protection provisions prevented the directors from performing their statutory duties.” First Union Corp. v. SunTrust Bank (N.C. Super. 2001). In ruling on the plaintiff’s motions for expedited discovery and expedited resolution of ...
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18 Nov, 2008 2:04 am
... Board hadn't voted to approve the Merger, "it was likely . . . that Wachovia would not be able to fund normal banking activities and thus would again face the very ... Share Exchange Agreement which gave 39.9% voting control over Wachovia to Wells Fargo, the Young Affidavit says that Wells Fargo had initially demanded ... had engaged in this sharp negotiation with Wells Fargo). Wachovia relied on a Delaware Chancery opinion from 1999, In re IXC Communications, Inc. Shareholders Litig., 1999 WL 1009174 ...
North Carolina Business Litigation Report - http://www.ncbusinesslitigationreport.com/
4 Oct, 2008 1:32 pm
... from competition from topping bids by competitor suitors. The current standard of deal protection measures date roughly from 1998, when the Delaware corporate code was amended to permit merger agreements to include a term obligating a The last word on the subject from the ... Research) and Citigroup (C.N: Quote, Profile, Research) over which of the banks will buy Wachovia's (WB.N: Quote, Profile, Research) assets, people familiar with the matter said on Sunday. The Fed is pushing the two banks to ...
Tags: Corporate
Law at the End of the Day - http://lcbackerblog.blogspot.com
16 Dec, 2008 2:00 pm by Dimitra Kessenides
... . Apparently that portfolio includes derivative litigation in Delaware Chancery Court, where plaintiffs have alleged that Citigroup officers and directors breached their fiduciary duties by failing to monitor and control the bank's exposure to the subprime market. In ... ? As the Deal pointed out, Wachtell may have conflicted itself out when it represented Wells Fargo in its deal for Wachovia. Just days before Wells made its offer, Citigroup had signed an agreement to negotiate a deal with Wachovia. ...
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