Quasi-Appraisal: Appraising Breach of Duty of Disclosure Claims Following Cash-Out Mergers in Delaware

In recent years, Delaware has served as the hot bed for the dramatic increase in merger appraisal litigation and the proliferation of “appraisal arbitrage” whereby opportunistic shareholders buy into companies following merger announcements and challenge announced deal prices as an investment strategy. While this has not always proved profitable, it has increased scrutiny over the Delaware appraisal regime and the ability for shareholders to avail themselves of the opportunity for a judicial valuation of their shares. Furthermore, it has highlighted information asymmetries in which controlling shareholders, particularly those seeking to cash out their minority shareholders, are incentivized to underpay or mislead minority shareholders who might be reluctant to seek appraisal. This raises questions regarding the accessibility of the appraisal remedy and how closely appraisal should mirror class actions which allow for broader representation with lower barriers to entry. This Note argues that current trends in merger and appraisal litigation, particularly those which have significantly heightened scrutiny over pre- and post-closing disclosure claims, present an opportunity to reexamine quasi-appraisal as a collective form of redress in appraisal actions. This Note calls for the expansion of the quasi-appraisal remedy to provide greater access to appraisal valuations in the most extreme examples of minority shareholder manipulation, which would provide a more equitable form of recovery and discourage manipulation of minority shareholders

Cavitation: An Integral Agent of Energetic Geomorphological Processes

waters of the Genesis Flood. However geomorphology addresses only one aspect of structural geology. The etiological processes associated with sedimentary and igneous stratigraphy addresses yet an even more important study of Flood Geology. The general Flood model usually consists initially of a global fracture event occurring simultaneously with a global vapor canopy collapse, generating very energetic hydrodynamic processes - not the least of which is cavitation phenomena. (1) This explosive phenomenon (cavitation), resulting from exceedingly intense procession and recession of Flood waters, probably generated pressures well in excess of 200,000 psi(2) and is postulated to have occurred in the precession and the recession phases of the Flood. The paper is divided into two sections: 1. Cavitation Inception and 2. Cavitation Reduction. The purpose of th is investigation is to demonstrate the probability that cavitation existed as in intrinsic phenomenon of the Genesis Flood . There appears no way to obviate the necessity of cavitation processes, especially when considering calculations using Barnes\u27 minimum cavitation velocity, as well as Ehrenberger\u27s steep slope velocity. Further, the damage propensity presented in section two demonstrates that the Flood velocities are not required to be high in order for cavitation occur.(3) This will be demonstrated via interpretation of data obtained from the work conducted at the California Institute of Technology, using comparatively low flow velocities, is related to surface tensile strengths, including the granitic types. However, a brief mathematical approach using the Bernoulli formula for constant mass flow is in order

Genome-wide transcriptomics analysis identifies sox7 and sox18 as specifically regulated by gata4 in cardiomyogenesis

This work was supported by British Heart Foundation (BHF Project Grant no PG/13/23/30080 to B.A.A and S.H.), Biotechnology and Biological Sciences Research Council (BB/M001695/1 to S.H.) and the University of Aberdeen (for A.T.L). Acknowledgements We’re grateful to Ms Yvonne Turnbull and Ms Kate Watt for technical assistance and lab management. We would like to thank Professor Cedric Blanpain and Dr Xionghui Li from Université Libre de Bruxelles for providing training of ES cell manipulation and Mesp1/Gata4 cell lines. We are grateful to Professor Todd Evans from Weill Cornell Medical College for generously providing iGata ES cell lines. We also would like to thank Professor Aaron Zorn and Scott Rankin for providing Xsox18 plasmid.Peer reviewedPublisher PD