Alan KAHN, Samuel Pill, Irwin Pill, Rachel Pill and Charlotte Martin, Plaintiffs Below, Appellants,
v.
M & F WORLDWIDE CORP., Ronald O. Perelman, Barry F. Schwartz, William C. Bevins, Bruce Slovin, Charles T. Dawson, Stephen G. Taub, John M. Keane, Theo W. Folz, Philip E. Beekman, Martha L. Byorum, Viet D. Dinh, Paul M. Meister, Carl B. Webb and MacAndrews & Forbes Holdings, Inc., Defendants Below, Appellees.
Supreme Court of Delaware.https://leagle.com/images/logo.png
Stephen P. Lamb, Esquire and Meghan M. Dougherty, Esquire , Paul, Weiss, Rifkind, Wharton & Garrison LLP, Wilmington, Delaware, for appellees M & F Worldwide Corp., Bruce Slovin, Charles T. Dawson, Stephen G. Taub, John M. Keane, Theo W. Folz, and Philip E. Beekman.
Before HOLLAND, BERGER, JACOBS and RIDGELY, Justices and JURDEN, Judge, constituting the Court en Banc.
Supreme Court of Delaware.
HOLLAND, Justice:
This is an appeal from a final judgment entered by the Court of Chancery in a proceeding that arises from a 2011 acquisition by MacAndrews & Forbes Holdings, Inc. ("M & F" or "MacAndrews & Forbes") — a 43% stockholder in M & F Worldwide Corp. ("MFW") — of the remaining common stock of MFW (the "Merger"). From the outset, M & F's proposal to take MFW private was made contingent upon two stockholder-protective procedural...
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