Delaware Court of Chancery Awards Less Than Merger Price in Appraisal Proceeding

In a decision consistent with the outcome of a number of recent appraisal cases, the Delaware Court of Chancery in LongPath Capital, LLC v. Ramtron International Corp. relied on the negotiated merger price as the best evidence of “fair value” for purposes of Section 262 of the Delaware General Corporation Law.  And, in the most noteworthy portion of the decision, the Court took the additional step of deducting merger related synergies from the merger price to determine fair value.

Click here to download the Morris Nichols analysis of the opinion.