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18 Dec 2009, 1:54 pm
MacAndrews & Forbes Holding, Inc., 506 A.2d 173, 182 (Del. 1986), the Court of Appeals held that those common law duties are triggered once the Board has determined to sell the corporation. [read post]
2 Aug 2013, 5:05 pm by Alex Talarides
MacAndrews & Forbes Holdings, in the change-of-control context, the directors’ role changes “from defenders of the corporate bastion to auctioneers charged with getting the best price for the stockholders at a sale of the company. [read post]
31 May 2011, 12:34 pm by Steve Bainbridge
MacAndrews & Forbes Holdings, the Delaware supreme court developed a modified version of the Unocal standard to deal with a particular problem; namely, the use of takeover defenses to ensure that a white knight would prevail in a control auction with the hostile bidder.[1] In response to an unsolicited tender offer by Pantry Pride, Revlon's board undertook a variety of defensive measures, culminating in the board's authorization of negotiations with other prospective bidders. [read post]
20 Jan 2009, 3:35 am
MacAndrews & Forbes Holdings line of cases) as the duty to engage in a process that constituted “a reasonable effort to advance the interests of the shareholders under the circumstances. [read post]
31 Jan 2015, 7:39 pm by Francis Pileggi
The Delaware Supreme Court affirmed the Court of Chancery’s decision granting summary judgment to the defendants under the business judgment standard of review (and not the entire fairness standard) where the controlling stockholder, MacAndrews & Forbes, conditioned its offer upon the MFW Board agreeing, ab initio, to two procedural protections: approval by both a Special Committee and by a majority of the minority stockholders. [read post]
13 Jun 2007, 11:43 am
MacAndrews & Forbes Holdings, Inc., 506 A.2d 173 (Del. 1986). [read post]
14 Dec 2009, 11:27 am
MacAndrews & Forbes Holdings, Inc., 506 A.2d 173 (Del. 1986) numerous times in support of its holding that duties concerning the management of the corporation's affairs change after the decision is made to sell the corporation. [read post]
4 May 2010, 5:01 am by J Robert Brown Jr.
Harwood Feffer’s predecessor firms have appeared in numerous Delaware cases, including another matter involving MacAndrews & Forbes’ affiliates. [read post]
14 Jul 2011, 11:16 am by Steve Bainbridge
MacAndrews & Forbes Holdings, Inc., 506 A.2d 173 (Del. 1986), the Delaware Supreme Court explained that when a target board of directors enters Revlon-land, the board’s role changes from that of “defenders of the corporate bastion to auctioneers charged with getting the best price for the stockholders at a sale of the company. [read post]