The Advisors' Blog

– Broc Romanek, CompensationStandards.com

Here’s a blog by Paul Hasting’s Mark Poerio:

Delaware’s Supreme Court awarded over $16 million to a private company’s optionees in Fox v. CDX Holdings. The court upheld trial court findings that Plan terms (and the associated contractual rights of optionees) were violated both because (1) management, rather than the Board as plan administrator, determined “fair market value” in the step one spin-off, and (2) option proceeds were improperly held-back as part of the post-closing escrow arrangement that was built into the second-step merger agreement.