Delaware Court Applies Unified Standard for Review of All Freeze-out Transactions by Controlling Shareholders

Foley Partner Gardner Davis and Senior Counsel Danielle Whitley authored an article that appeared in the Delaware Corporate Litigation Reporter on June 14, 2010 titled “Delaware court applies unified standard for review of all freeze-out transactions by controlling shareholders.” The authors discuss a Delaware Chancery Court decision that adopts a single standard for judging the fairness of all freeze-out mergers by controlling shareholders. They state that the decision changes the historical bargaining position of the controlling stockholder and strengthens the position of special committees advocating the interests of minority stockholders.