Bershad v. Curtiss-Wright Corp.

How courts have described this case

Verbatim parenthetical descriptions written by other courts when citing this decision. Ranked by citation-network relevance.

• holding that there is no requirement under Rosenblatt of “play-byplay” disclosure of merger negotiations because such details would not alter the “total mix” of information provided stockholders and thus are immaterial
• holding that board had no duty to \assume[] the role of auctioneers\ once majority shareholder decided to cash out the minority shareholders
• holding that stockholders who tendered their shares in a controlling stockholder’s first-step tender offer as part of a squeeze-out effectuated during the Weinberger window waived their ability to challenge the merger as a breach of fiduciary duty and seek quasi-appraisal damages
• explaining that fair price aspect of entire fairness standard “flow[s] from the statutory provisions . . . designed to ensure fair value by an appraisal, 8 Del C. § 262”
• explaining that fair price aspect of entire fairness standard “flow[s] from the statutory provisions . . . designed to ensure fair value by an appraisal, 8 Del. C. § 262”
• explaining that fair price measure in a breach of fiduciary duty case “flow[s] from the statutory provisions . . . designed to ensure fair value by an appraisal, 8 Del. C. § 262”

Source: CourtListener parenthetical corpus (CC0).