In the recent decision of Merion Capital LP v. BMC Software Inc., C.A. No. 8900-VCG (Del. Ch. Oct. 21, 2015), the Court of Chancery accepted the merger consideration provided by the company where a “robust marketing effort for a corporate entity results in an arm's length sale where the stockholders are cashed out, which sale is recommended by an independent board of directors and adopted by a substantial majority of the stockholders themselves.”
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