Delaware’s Surprising and Inexplicable Appraisal of FairXchange

Business Valuation UpdateVol. 30 No. 10
October 2024
Gilbert E. Matthews, MBA, CFA
statutory appraisal action
early stage companies, fair value, appraisal, dissenting shareholder, merger, projections, deal price, startups

Summary

This appraisal decision has echoes of Edgar Allan Poe: a well-written story with a surprise ending. The sale of a private company was negotiated and forced through by a management that had no relevant experience but failed to use any professional financial advisors. The court expressly stated that the sellers left money on the table but nonetheless ruled that fair value was the deal price.