William R. Kruse v. Synapse Wireless, Inc.

Analysis Group was retained on behalf of Synapse Wireless, Inc., the respondent in an appraisal dispute. Synapse, an internet of things company selling hardware and software to industrial clients, merged with McWane, a manufacturer, in 2012. After Synapse did not perform as expected, McWane decided to make it a wholly owned subsidiary in 2016, and offered remaining Synapse shareholders $.43 per share. One claimant sought an appraisal of his Synapse shares.

An Analysis Group team supported academic affiliate Christopher Noe, who filed an expert report and testified at trial. Professor Noe appraised Synapse’s value using several different techniques, including discounted cash flow analyses and a comparable transactions analysis. He also rebutted the claimant’s expert.

Vice Chancellor Joseph R. Slights III ultimately determined the fair value of Synapse at the time of the 2016 transaction to be approximately $.23 per share. In rendering his decision, he noted that he was “satisfied that Noe has offered the most reliable appraisal of Synapse’s fair value,” and that it was “far more credible than any of the valuations proffered by [the claimant’s expert], and far superior to any valuation I might endeavor to undertake on my own.”