Hewlett v. Hewlett-Packard Co. Case Brief Summary | Law Case Explained скачать в хорошем качестве

Hewlett v. Hewlett-Packard Co. Case Brief Summary | Law Case Explained

Get more case briefs explained with Quimbee. Quimbee has over 16,300 case briefs (and counting) keyed to 223 casebooks ► https://www.quimbee.com/case-briefs-o... Hewlett v. Hewlett-Packard Co. | 2002 WL 818091 Generally, state and federal laws prohibit soliciting shareholder proxies through materially false or misleading statements. In the 2002 case Hewlett versus Hewlett-Packard Company, the Delaware Court of Chancery considered whether a shareholder vote based on proxies could be invalidated due to faulty disclosures or corporate vote buying in a case involving a merger. In the early 2000s, Hewlett-Packard Company, whom we’ll call HP, and Compaq Computer Corporation, whom we’ll call Compaq, were the second- and third-largest computer makers in the United States. In addition, Walter Hewlett, whom we’ll call Hewlett, was the son of the late William R. Hewlett, one of HP’s founders, and a director on HP’s board. In September of 2001, HP and Compaq entered into a merger agreement, subject to shareholder approval. Also, HP made its first public statement about the merger and emphasized that the merger would generate significant savings through synergies and cause few revenue losses. Following the announcement, HP’s stock price plummeted. In response, Hewlett, the William R. Hewlett Revocable Trust, the William and Flora Hewlett Foundation, and Hewlett’s sisters, whom we’ll collectively call the Hewlett parties, publicly announced they would oppose the merger. Further, the Hewlett parties started soliciting shareholder proxies to oppose the merger. Over the next few months, HP’s management made a number of public statements and filings reflecting the merger’s value. One advisor told HP that the original savings projections were overly optimistic, but HP didn’t make this information public prior to the shareholder vote. By March of 2002, it was clear that the shareholder vote on the merger would be close. Around the same time, Deutsche Bank, who performed work for HP and held a significant number of HP shares, announced it would vote against the merger. HP’s management then met with Deutsche and pleaded for them to reconsider. At the meeting, HP commented that Deutsche’s vote was an important moment in its relationship with HP. Following the meeting, Deutsche changed course and supported the merger. Later, shareholders voted to approve the merger by a slim margin. Subsequently, the Hewlett parties sued HP in the Delaware Court of Chancery, seeking to invalidate the shareholder vote for the merger. Specifically, the Hewlett parties alleged that HP fraudulently failed to disclose negative projections about the merger and improperly bought the vote of Deutsche’s shares. In response, HP filed a motion to dismiss, which the chancery court denied. The parties then conducted expedited discovery, and a three-day trial was held. Want more details on this case? Get the rule of law, issues, holding and reasonings, and more case facts here: https://www.quimbee.com/cases/hewlett... The Quimbee App features over 16,300 case briefs keyed to 223 casebooks. Try it free for 7 days! ► https://www.quimbee.com/case-briefs-o... Have Questions about this Case? Submit your questions and get answers from a real attorney here: https://www.quimbee.com/cases/hewlett... Did we just become best friends? Stay connected to Quimbee here: Subscribe to our YouTube Channel ► https://www.youtube.com/subscription_... Quimbee Case Brief App ► https://www.quimbee.com/case-briefs-o... Facebook ►   / quimbeedotcom   Twitter ►   / quimbeedotcom   #casebriefs #lawcases #casesummaries