Panera, the most recent Delaware appraisal case involving a public company, was decided by the Chancery court last week. A major takeaway from the case: prepayment does not allow for a refund. Commentary has been coming in, including these highlights:
• Law360: Panera case “nods” to deal price. {$$$}
• Law firm: Panera reaffirms existing guidance; tells Boards of Directors they need a strong record of attention to performance and market over time.
• World of Securities Regulation: Lack of clawback provision meant no refund in Panera case.
• Bloomberg: Court finds sales process reliable, weighing weaknesses.
*RKS attorneys serve as counsel for petitioners in Panera.