Chancery Finds AT&T Failed to Satisfy Entire Fairness Review [telecom]

Chancery Finds AT&T Failed to Satisfy Entire Fairness Review in a Freeze-Out of Minority Partners in Local Spectrum Partnership

By Albert Manwaring IV, Tyler O'Connell, and Bryan Townsend

A controller that stands on both sides of a freeze-out transaction has the burden to prove that its acquisition was entirely fair to minority partners in terms of the acquisition’s process and price. The freeze-out of minority partners at an opportune time for the controller may not satisfy entire fairness review.