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CEDE & CO. v. TECHNICOLOR, INC.

No. 357, 2004.

884 A.2d 26 (2005)

CEDE & CO. and Cinerama, Inc., Petitioners Below-Appellants, v. TECHNICOLOR, INC., Respondent Below-Appellee.

Supreme Court of Delaware.

Decided: May 4, 2005.

Revised: June 28, 2005.

Attorney(s) appearing for the Case

Robert K. Payson, Esq., Arthur L. Dent, Esq., of Potter, Anderson & Corroon LLP, Wilmington, Delaware, Gary J. Greenberg, Esq. (argued), New York, New York for Appellants.

Thomas J. Allingham, Esq. (argued), Edward B. Micheletti, Esq., James A. Whitney, Esq., of Skadden, Arps, Slate, Meagher & Flom, LLP, Wilmington, Delaware for Appellee.

Before STEELE, Chief Justice, HOLLAND and RIDGELY, Justices.

RIDGELY, Justice.

This is an appeal from a final judgment of the Court of Chancery following a retrial of a statutory appraisal action. This matter arises from a cash-out merger of the minority shareholders of Technicolor, Inc. ("Technicolor"), a Delaware corporation. With approval from a majority of Technicolor's shareholders, MacAndrews & Forbes Group Inc. ("MAF") merged its wholly-owned subsidiary, Macanfor Corporation...

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