In Re Broadcom Corporation v. Emulex Corporation, et al.

Prior to an anticipated acquisition offer from Broadcom, Emulex’s Board of Directors amended its bylaws to create a super-majority voting provision and amended poison pill. Broadcom commenced a tender offer for Emulex’s outstanding shares and filed suit in Delaware Chancery Court alleging that Emulex’s directors breached their fiduciary duties by instituting a series of defensive tactics. Compass Lexecon was retained by counsel for Broadcom, Ed Welch and Ed Micheletti of Skadden, Arps, Slate, Meagher & Flom LLP and Tom Beck and Greg Varallo of Richards, Layton & Finger, PA to analyze the purported rationale for Emulex’s defensive response to Broadcom’s Proposal and Tender Offer from an economics perspective. Compass Lexecon expert Daniel R. Fischel, supported by a team in our Chicago office, filed an expert report on Broadcom’s behalf prior to the case being settled.