Custodian Says Shawe to Purchase Rival's TransPerfect Stake
The custodian appointed to oversee the court-ordered sale of TransPerfect Global Inc. has told employees that Philip R. Shawe had reached an agreement to buy out the shares of rival Elizabeth Elting, an unexpected move that could resolve years of heated litigation over control of the profitable translation-services company.
November 21, 2017 at 01:45 PM
13 minute read
Phil Shawe.
The custodian appointed to oversee the court-ordered sale of TransPerfect Global Inc. has told employees that Philip R. Shawe had reached an agreement to buy out the shares of rival Elizabeth Elting, an unexpected move that could resolve years of heated litigation over control of the profitable translation-services company.
In an email to TransPerfect staff, custodian Robert B. Pincus said Monday that Shawe, a 49 percent owner of the firm, had struck a deal to acquire Elting's stake in the company, which the pair founded in 1992.
Elting, who owns 50 percent of TransPerfect's shares, in 2015 prevailed in her Delaware Court of Chancery lawsuit to have the company sold amid intractable corporate deadlock, and has resisted Shawe's offers to purchase her half of the company, as the sale process plowed ahead.
Pincus said “a number of factors” had contributed to the decision, but the agreement met Chancellor Andre G. Bouchard's overarching goal to “maximize shareholder value and maintain the business as a going concern.”
“I am sending this email to inform you that TransPerfect has entered into an agreement with Phil Shawe that will permit Phil to acquire the shares of the company that are owned by Liz Elting,” said Pincus, a partner with Skadden, Arps, Slate, Meagher & Flom.
“This agreement is subject to the approval of the Chancery Court and customary closing conditions. I do not expect this to be a lengthy process, and to the extent that things proceed as planned, the transaction should close late this year or early 2018,” he said.
The exact details of the agreement were not available on Tuesday morning, and an attorney for Pincus did not return a call on the letter. A spokesman for Shawe said he was unable to “offer any insight at the moment.”
Pincus said in the letter that he was not ready to announce the decision publicly, and as of Tuesday morning, no papers had been filed with the court alerting Bouchard to the agreement.
According to recent court documents, the sale process was entering its final phases, and a winning bidder was expected to be announced by the end of the year.
Bouchard in 2015 granted Elting's request that TransPerfect be sold in order to eliminate the corporate deadlock that had gripped the company since the personal relationship between its two founders deteriorated. He later appointed Pincus to oversee the sale and adopted the custodian's recommendation that TransPerfect be sold in a modified auction.
Both decisions were upheld earlier this year by the Delaware Supreme Court.
Bouchard is required to sign off on any final agreement in the case, and objecting parties are able to appeal the outcome to the state Supreme Court.
Phil Shawe.
The custodian appointed to oversee the court-ordered sale of TransPerfect Global Inc. has told employees that Philip R. Shawe had reached an agreement to buy out the shares of rival Elizabeth Elting, an unexpected move that could resolve years of heated litigation over control of the profitable translation-services company.
In an email to TransPerfect staff, custodian Robert B. Pincus said Monday that Shawe, a 49 percent owner of the firm, had struck a deal to acquire Elting's stake in the company, which the pair founded in 1992.
Elting, who owns 50 percent of TransPerfect's shares, in 2015 prevailed in her Delaware Court of Chancery lawsuit to have the company sold amid intractable corporate deadlock, and has resisted Shawe's offers to purchase her half of the company, as the sale process plowed ahead.
Pincus said “a number of factors” had contributed to the decision, but the agreement met Chancellor Andre G. Bouchard's overarching goal to “maximize shareholder value and maintain the business as a going concern.”
“I am sending this email to inform you that TransPerfect has entered into an agreement with Phil Shawe that will permit Phil to acquire the shares of the company that are owned by Liz Elting,” said Pincus, a partner with
“This agreement is subject to the approval of the Chancery Court and customary closing conditions. I do not expect this to be a lengthy process, and to the extent that things proceed as planned, the transaction should close late this year or early 2018,” he said.
The exact details of the agreement were not available on Tuesday morning, and an attorney for Pincus did not return a call on the letter. A spokesman for Shawe said he was unable to “offer any insight at the moment.”
Pincus said in the letter that he was not ready to announce the decision publicly, and as of Tuesday morning, no papers had been filed with the court alerting Bouchard to the agreement.
According to recent court documents, the sale process was entering its final phases, and a winning bidder was expected to be announced by the end of the year.
Bouchard in 2015 granted Elting's request that TransPerfect be sold in order to eliminate the corporate deadlock that had gripped the company since the personal relationship between its two founders deteriorated. He later appointed Pincus to oversee the sale and adopted the custodian's recommendation that TransPerfect be sold in a modified auction.
Both decisions were upheld earlier this year by the Delaware Supreme Court.
Bouchard is required to sign off on any final agreement in the case, and objecting parties are able to appeal the outcome to the state Supreme Court.
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