Given the heightened disclosure requirements and costs associated with being a public company in today’s environment, public companies are increasingly “going private,” often with private equity firms or other financial buyers as the acquiror, to better position themselves to create shareholder value. While these transactions are typically heavily scrutinized by the SEC and shareholders, and often result in minority shareholder litigation, going private is increasingly seen as a viable alternative to selling to a strategic partner or recapitalizing.
At Foley’s sixth annual National Directors Institute on March 8, 2007 in Chicago, Pete Underwood, partner, Foley & Lardner, moderated a featured session entitled “Board Considerations in Going Private or Going Dark” to address these issues. Other panelists included Cary Kochman, managing director, UBS Investment Bank; Edward Pendergast, president, Pendergast & Company; James Reddinger, executive director, UBS Securities LLC; and Mark Tresnowski, managing director and general counsel, Madison Dearborn Partners, LLC.