The Court Has Ruled, But Is It Really Over?
The Road goes ever on and on,
Down from the door where it began.
Now far ahead the Road has gone,
And I must follow, if I can,
Pursuing it with eager feet,
Until it joins some larger way
Where many paths and errands meet.
And whither then? I cannot say.
Thanks to Chance for being a splendid guide and companion to this part of of our journey.
Dobby is free!!!!
My favorite is footnote 139 on page 37 - shoutout to Chance!
For those of us who do corporate law, the most interesting part of the opinion is Zurn's analysis of the state of play under Blasius. I plan to read it in detail tomorrow for a blog post. I think I'm probably going to disagree.
A quick read suggests Zurn (1) thinks Blasius is still an independent standard, (2) thinks Blasius applies outside the context of director elections, but (3) Blasius now only requires defendants to "show their actions were reasonable in relation to their legitimate objective."
I disagree with 1 and 2. Plus, I can;t help but think that #3 guts the enterprise of any meaning.
Have to love the legal fee award... VC is limiting it to 12% of the settlement share value with a cap of $20M. The cute thing is she said they should figure out the award based on the closing price of the stock at the end of the day after the conversion.
My view, and perhaps I am very wrong, is that after the conversion happens the value will plummet well below the current values of either AMC or APE (won't bore with the explanation why). Rather than walking away with a $20M payday I suspect the legal award will be far less. This might end up being a case of BLBG getting "Zurned", if that is a term we can use.
I hope not. Go get 'em Kattila.
I feel like Delaware corporations could murder people and get away with it ATP. Does anyone know if there is there a definitive list of Delaware corporations available?
Holy moly!!! I was expecting end of August... Can't even read this as a bit too giddy to see that this might actually finally be over...
Nah, who am I kidding... Wait till next week for something to come up to gum up the works here! Lol.
Looks like no stay pending appeal, any potential actions that can still slow this up?
Its over, supreme court denied appeal
Chance 👉🏻 https://www.youtube.com/live/R2I5U9QDvwE?feature=share
I loved the 'hurry up and wait' smackdown of the litigating parties: "This is the
most recent example of the parties’ habit of moving slowly while pressing this Court for
expedited treatment...Despite the parties’ torpor, I have done my best to issue this opinion quickly."
I hope neither of these firms have some super urgent matter before Zurn anytime soon. Have a feeling she won't allow any jumping of the queue next time.