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Supreme Court Applies Business Judgment Rule to Merger under MFW Standard

1 Nov 2018, 7:13 am by Carl Neff

M&F Worldwide Corp., 88 A.3d 635 (Del. 2014) (“MFW”), so long as the requisite protections under MFW are put in place prior to the start of negotiations between the purchaser and seller. [read post]

Delaware Chancery Law Blog - http://delawarechancery.foxrothschild.com/

Sullivan & Cromwell Discusses Delaware Supreme Court Ruling on MFW’s Application to Controller Transactions

11 Apr 2024, 9:01 pm by renholding

In the important 2014 case of Kahn v. [read post]

The CLS Blue Sky Blog - https://clsbluesky.law.columbia.edu/

MFW’s “Ab Initio” Requirements for Business Judgement Rule Review

17 Nov 2018, 7:33 am

M&F Worldwide Corp. [read post]

The Harvard Law School Corporate Governance Blog - http://blogs.law.harvard.edu/corpgov

Board Guidance: Getting To Business Judgment Rule Deference When You Have A Controlling Stockholder

27 Jul 2020, 4:10 pm by Kandace Watson, Andrea Ramos and Patrick Quine

M&F Worldwide Corp.[1] (“MFW”) on how boards can structure special committees and minority stockholder votes to have board decisions adjudicated under the highly deferential protection of the business judgment rule.[2] However, the Delaware Court of Chancery recently found in In re Dell Technologies Inc. [read post]

Corporate Securities Law Blog - http://www.corporatesecuritieslawblog.com/

In New Dell Decision, Special Committee’s Narrow Mandate, Company’s Decision to Bypass Committee and Impermissible “Coercion” Prevent Dismissal Under MFW

17 Jun 2020, 6:00 am by K. Tyler O'Connell

M & F Worldwide Corp. [read post]

Delaware Business Litigation Report - http://www.morrisjames.com/blogs-Delaware-Business-Litigation-Report

When a Pro Rata Dividend Triggers Entire Fairness

14 Dec 2017, 9:00 am by Peter B. Ladig

M&F Worldwide, Corp. [read post]

Delaware Business Litigation Report - http://www.morrisjames.com/blogs-Delaware-Business-Litigation-Report

Chancery Concludes That Transaction Meets MFW Standard

14 Nov 2022, 6:00 am by Lewis H. Lazarus, R. Eric Hacker, Albert J. Carroll

M & F Worldwide Corp., 88 A.3d 635 (Del. 2014). [read post]

Delaware Business Litigation Report - https://www.morrisjames.com/blogs-Delaware-Business-Litigation-Report

Getting to Business Judgment in an Interested Transaction: Controlling Stockholder Must Put Procedural Protections in Place Prior to the Commencement of Economic Negotiations

17 Oct 2018, 11:34 am by John Stigi

M&F Worldwide Corp., 88 A.3d 635 (Del. 2014) (“MFW”), as long as the requisite procedural protections under MFW are put in place prior to the commencement of economic negotiations. [read post]

Corporate Securities Law Blog - http://www.corporatesecuritieslawblog.com/

As Delaware contemplates the Match.com case, the court should acknowledge that not all controlling shareholder transactions should require cleansing.

25 Oct 2023, 1:09 pm by Steve Bainbridge

M&F Worldwide Corp. [read post]

ProfessorBainbridge.com - http://www.professorbainbridge.com/professorbainbridgecom/

Entire Fairness Standard Applies Where Controller Has Substantive Discussions with Minority Stockholders before Agreeing to MFW Protections

24 Aug 2020, 6:00 am by Lewis H. Lazarus, Kuhu Parasrampuria, K. Tyler O'Connell

M & F Worldwide Corp, 88 A.3d 635 (Del. 2014) (“MFW”) that would permit business judgment review. [read post]

Delaware Business Litigation Report - http://www.morrisjames.com/blogs-Delaware-Business-Litigation-Report

Chancery Approves Section 220 Books and Records Demand to Investigate Merger Process

16 Sep 2019, 7:05 pm by Carl Neff

M&F Worldwide Corp. [read post]

Delaware Chancery Law Blog - http://delawarechancery.foxrothschild.com/

Delaware Supreme Court Holds MFW Inapplicable Based on Banker Conflict Disclosure Deficiencies

13 May 2024, 6:30 am

M&F Worldwide Corp. [read post]

The Harvard Law School Corporate Governance Blog - https://corpgov.law.harvard.edu/

Delaware Supreme Court Holds MFW Inapplicable Based on Banker Conflict Disclosure Deficiencies

13 May 2024, 6:30 am

M&F Worldwide Corp. [read post]

Harvard Law School Forum on Corporate Governance - https://corpgov.law.harvard.edu

Whataday for Special Committees: Committee Formation Requirements in Non-MFW Scenarios

23 May 2020, 7:30 am

M&F Worldwide Corp., 88 A.3d 635 (Del. 2014) (“MFW”) and its progeny applies in a non-MFW scenario (i.e., in a transaction without a conflicted controlling shareholder). [read post]

The Harvard Law School Corporate Governance Blog - http://blogs.law.harvard.edu/corpgov

Delaware: Outside Directors’ Motion to Dismiss in Entire Fairness Transaction Denied

18 Sep 2014, 3:21 am by Broc Romanek

M&F Worldwide Corp., 88 A.3d 635 (Del. 2014), because, among other things, it was not conditioned from the outset on approval from a majority of the outstanding minority shares. [read post]

DealLawyers.com Blog - http://www.deallawyers.com/Blog/

Challenges to Going-Private Mergers in New York

23 May 2016, 6:59 am

M&F Worldwide Corp., 88 A.3d 635, 648-49 (Del. 2014). [read post]

The Harvard Law School Corporate Governance Blog - http://blogs.law.harvard.edu/corpgov

Delaware Court of Chancery Extends Business Judgment Rule Deference to Controller Transactions Involving Third-Parties

24 Aug 2017, 6:29 am

M&F Worldwide Corp. [read post]

The Harvard Law School Corporate Governance Blog - http://blogs.law.harvard.edu/corpgov

Synutra—A Practical Application of MFW or a Free Look for Controlling Stockholders?

8 Nov 2018, 6:26 am

M&F Worldwide Corp. [read post]