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- 25 Apr 2017
- First Look
First Look at New Research, April 25
more than $10 billion in deal volume per year, on average, but they also play an important role in defining the relationship between inside and outside shareholders in every public company. Delaware courts and lawyers in transactional...
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Sean Silverthorne
- 26 Feb 2013
- First Look
First Look: Feb. 26
advantage of a natural experiment involving two offsetting court rulings, separated by several weeks, that affected the antitakeover force of staggered boards for a subset of Delaware firms. We find evidence consistent with the hypothesis...
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Sean Silverthorne
- 03 Apr 2007
- First Look
First Look: April 3, 2007
important Delaware case law created a difference in the standard of judicial review for the two basic methods of freezing out minority shareholders. While a freeze-out executed as a statutory merger is subject to stringent...
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Martha Lagace
- 28 May 2013
- First Look
First Look: May 28
Abstract—The well-established negative correlation between staggered boards (SBs) and firm value could be due to SBs leading to lower value or a reflection of low-value firms' greater propensity to maintain SBs. We analyze the causal question using a natural experiment...
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Sean Silverthorne
- 11 Mar 2008
- First Look
First Look: March 11, 2008
significant advantage over other potential buyers. Taken as a whole, these findings suggest that the Delaware courts should generally permit go-shops as a means of satisfying a sell-side board's Revlon duties, but should pay close...
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Martha Lagace
- 11 Jun 2013
- First Look
First Look: June 11
well-established negative correlation between staggered boards (SBs) and firm value could be due to SBs leading to lower value or a reflection of low-value firms' greater propensity to maintain SBs. We analyze the causal question using a natural experiment involving...
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Carmen Nobel
- 17 May 2004
- Research & Ideas
Why We Don’t Study Corporate Responsibility
our working definition to get the discussion and debate going would be: The purpose of the corporation is to produce and deliver goods and services in a manner that creates value for members of society. Q: Your paper quotes William Allen, former Chancellor of the View Details
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by Manda Salls
- 10 Aug 2010
- First Look
First Look: August 10
explored in the context of advising a prospective investor with particular emphasis on why LLCs are increasingly "go-to" entities. The potential effect of choice of organization on litigation outcomes is illustrated using the View Details
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Martha Lagace
- 01 Apr 2014
- First Look
First Look: April 1
Publications August 2013 Delaware Journal of Corporate Law Delaware's Choice By: Subramanian, Guhan Abstract—This article first documents the shift to annual elections of all directors at most U.S. corporations and argues that the...
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Sean Silverthorne
- 23 Feb 2011
- First Look
First Look: Feb. 23
a battle in a Delaware courtroom. Purchase this supplement:http://cb.hbsp.harvard.edu/cb/product/411005-PDF-ENG Financing Higher Education in Australia David A. Moss and Stephanie LoHarvard Business School Case 711-047 Even before...
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Sean Silverthorne
- 11 Apr 2017
- First Look
First Look at New Research, April 11
transaction but it was nevertheless approved, should T. Rowe pursue appraisal of its shares in the Delaware courts? Purchase this case: https://cb.hbsp.harvard.edu/cbmp/product/317088-PDF-ENG Harvard Business School Case 317-089 T. Rowe...
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- 01 Aug 2017
- First Look
First Look at New Research and Ideas, August 1
https://pubwww.hbs.edu/faculty/Pages/item.aspx?num=52745 June 28, 2017 Harvard Business Review Patent Trolling Isn’t Dead—It’s Just Moving to Delaware By: Cohen, Lauren, Umit G. Gurun, and Scott Duke Kominers Abstract—No abstract available....
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Sean Silverthorne
- 03 Nov 2009
- First Look
First Look: Nov. 3
using the Delaware Chancery Court's decision in Fisk Ventures, LLC v. Segal, 2008 WL 1961156 (May 7, 2008), and the practical implications of the differences between unincorporated and corporate entities are highlighted. Purchase this...
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Martha Lagace
- 09 Sep 2008
- First Look
First Look: September 9, 2008
the vendors' customer management effort to customer profitability. Purchase this note: http://harvardbusinessonline.hbsp.harvard.edu/ b01/en/common/item_detail.jhtml?id=503060 Delaware Worldwide Corporation Harvard Business School Case...
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Sean Silverthorne
- 02 Mar 2010
- First Look
First Look: March 2
Working PapersEquity-Debtholder Conflicts and Capital Structure Authors:Bo Becker and Per Strömberg Abstract We use an important legal event as a natural experiment to examine equity-debt conflicts in the vicinity of financial distress. A 1991 View Details
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Martha Lagace
- 29 Jun 2007
- First Look
First Look: June 29, 2007
triggered PeopleSoft's poison pill, threatening this maneuver would have given Oracle bargaining power that it could have used to pay a lower price in its negotiated acquisition. The Commentary closes with implications of this analysis for practitioners, boards of...
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Martha Lagace
- 12 Jul 2011
- First Look
First Look: July 12
experiment to examine the effect of management fiduciary duties on equity‐debt conflicts. A 1991 Delaware bankruptcy ruling changed the nature of corporate directors' fiduciary duties in firms incorporated in that state. This change...
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Carmen Nobel
- 09 Jul 2001
- Research & Ideas
Does Misery Love Companies? How Social Performance Pays Off
shareholder wealth maximization when fulfilling their fiduciary duty (Orts, 1992), the Delaware Court endorsed this same idea in 1989 when it allowed Time's management to reject a lucrative tender offer from Paramount Communications to...
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by Joshua D. Margolis & James P. Walsh
- 28 Aug 2012
- First Look
First Look: August 28
that a higher price could be obtained. Delaware Chancellor Leo Strine agreed with the plaintiffs on the conflicts, and in his opinion expressed serious concerns with how El Paso advisor Goldman Sachs and El Paso CEO Douglas Foshee...
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Sean Silverthorne
- 20 Dec 2011
- First Look
First Look: December 20
Per Strömberg Abstract We use an important legal event as a natural experiment to examine the effect of management fiduciary duties on equity-debt conflicts. A 1991 Delaware bankruptcy ruling changed the nature of corporate directors'...
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Carmen Nobel