Per JDSupra, the Yukon Court of Appeal overturned a decision applying a discounted cash flow analysis to a Canadian appraisal proceeding, holding that the trial court failed to give proper consideration of merger price. Citing factors that would be familiar to a US practitioner, including the deal process, the existence (or lack thereof) of other higher bids, and the apparent sophistication of the investor base, the Court found that merger price was more reliable than the DCF calculations put forward by the parties. As we have covered before, Dell and its progeny have had reverberations in Canada, and this case fits with the overall trend that Court’s will review process when considering whether and how to weigh merger price in an appraisal proceeding.

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