Appraisal in Delaware: Cases & Considerations

If you are an attorney and interested in attending this program, please click the appropriate location link below to email your name, title, company, contact information, and bar numbers for jurisdictions in which you will be seeking credit. Once we receive this information, we will confirm your registration.

Live Location
New York, NY

Videoconference Locations
Philadelphia, PA
Washington, D.C.

The appraisal case law provides a unique insight into the way the Delaware judiciary views valuation issues that arise in the context of M&A transactions. Understanding how the Delaware Chancery Court (which is looked to by many other jurisdictions) thinks about such issues can help transactional lawyers in vetting the financial analyses that are the key to any merger or acquisition.

Given the demise of “disclosure-only” settlements and the now-higher hurdles to fiduciary duty cases in Delaware, there has been a significant increase in the number of cases challenging deal prices through the appraisal process. Indeed, it is currently estimated that appraisal actions are being brought in in connection with 25% of the transactions that qualify for appraisal.

The presentation describes the fundamental valuation methodologies used by investment bankers and illustrates the various issues and nuances associated with such methodologies as applied by the Delaware courts in context of recent appraisal cases.

CLE credit is pending in CA, CT, NJ, NY, and PA.