The state Supreme Court upheld a ruling that minority shareholdersof M.G. Bancorporation should have received $85 a share in the cash-outmerger with Southwest Bancorp instead of the $41 offered.
The high court decision affirms a holding by Chancery Court ViceChancellor Jack Jacobs, who arrived at the amount by calculating thefair value of minority stock, not the fair market value that includedan improperly applied minority discount or discount for lack ofmarketability. A banking expert hired by Southwest had used fair marketvalue to come up with the low-ball $41 a share, which majority-ownerSouthwest then offered.
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