The target company’s shareholders sued to stop one of the largest acquisitions in the technology sector of the late 2000s. The target company’s shareholders sued to stop one of the largest acquisitions in the technology sector of the late 2000s. The merging parties retained Cornerstone Research and a law professor to evaluate the plaintiffs’ allegations that the merger proxy did not contain sufficient disclosures for shareholders to cast an informed vote and that certain terms of the merger agreement were unusually restrictive. In order to compare the disclosures and deal terms in this case with those of standard industry practice, our expert collected and reviewed proxies for recent similar mergers. Since these were final proxies for completed deals, they had already passed shareholder sc

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