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Takeaways From Del. High Court's MFW Ruling

by Clifford E. Neimeth
Greenberg Traurig, LLP - Phoenix Office

March 26, 2014

Previously published on March 19, 2014

In a significant case of first impression, the Delaware Supreme Court, in Kahn v. M&F Worldwide Corp. (M&F Worldwide), No. 334, 2013 (Del. Mar. 14, 2014), unanimously affirmed that a controller’s buyout of its subsidiary in a negotiated merger is entitled to judicial review under the deferential “business judgment” standard — instead of the exacting “entire fairness” standard — if certain procedural safeguards are locked in place at the outset of the transaction.


The views expressed in this document are solely the views of the author and not Martindale-Hubbell. This document is intended for informational purposes only and is not legal advice or a substitute for consultation with a licensed legal professional in a particular case or circumstance.

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