In In the matter of 58.com, Inc [2026] CIGC (FSD) 31, Chief Justice Margaret Ramsay-Hale determined that the US$56 per ADS negotiated merger price represented fair value in a take-private appraisal dispute, rejecting dissenting shareholders' discounted cash flow (DCF) valuation of US$105.78 per ADS. Applying the Privy Council’s guidance in Maso Capital v Trina Solar, the Grand Court held that where a privatisation involves sophisticated parties, independent special committee oversight, and arms-length negotiation, the merger price provides the most reliable indicator of fair market value.
- Practice Impact: Reinforces the judicial preference in Cayman Section 238 litigation for negotiated transaction pricing over speculative party-commissioned DCF models in public-to-private transactions.
- Source: Read Cayman Finance's 58.com Fair Value Ruling Report.
Cayman Islands: Grand Court Upholds Negotiated Merger Price in s. 238 Appraisal (Re 58.com)