Hoorah! After four-years, the TransPerfect legal battle has finally ended with co-founder Philip Shawe and his mother Shirley Shawe continuing to own and run this successful private company. After following every detail of this case, reading all available documents several times, and interviewing many employees, I feel I know what is right and wrong about this case. First, let us celebrate what is right: Philip Shawe, the manager and 49% owner who built the business, and who EVERY witness in the case testified in favor of, prevailed in his bid. He now owns 99% of the company. Additionally and importantly, my fellow senior citizen, Shirley Shawe, who was never accused of anything in this case and was being unconstitutionally forced to sell her 1%, was able to maintain her stake (However, I understand that she did lose her control premium in the process).
I also understand the Shawes have pledged to keep the jobs where they are, and not offshore them. While there are many in Delaware who scoffed at my analysis, it was obviously correct that massive jobs were at risk, based on Bouchard’s decision to go to public auction, because the Custodian and the Court relied on this in their final rulings. Shawe was forced to bid against a private-equity backed competitor that would have cut or off-shored an estimated $50 million in U.S. jobs, according to my research.
Simply put, Shawe was made to compete on an uneven playing field for the shares he already owned, and not bid their market value (or even his former business partner’s value), but instead had to outbid HIG-Lionbridge, which is known for job-offshoring. Shawe was competing with a company that would have cut jobs, raised prices, and in the end, TransPerfect would have been devastated.
While the TransPerfect case never should have occurred, the bloated and outrageous expenses of nearly $300 million also should have never happened. This victory was righteous for Shawe, TransPerfect, and for thousands of employees worldwide. Delaware and the Chancery Court have been embarrassed by Bouchard’s method of operation, but ultimately, they got this case right. Could the same result have been achieved without years of litigation hanging over the company, and without hundreds of millions of unchecked dollars spent by court order?
That is a question generations of law students will ponder in the future, but not today. The many unanswered questions about this TransPerfect case, and who truly benefited, can be left for another day. Today let’s celebrate. I say to Chancellor Bouchard and Custodian Pincus, I do not agree with how you got there, but I do applaud the end result because the employees and their families are safe in the hands of the man who built the company, Philip Shawe.
Folks, read this industry trade article below from “Slator” which has devoted extensive coverage to this unprecedented decision throughout the case, and wraps up what everyone hopes is the final chapter clearly and concisely.
As always your comments are welcome and appreciated.
Judson Bennett-Coastal Network