NCLAWYERSWEEKLY.COM Part of the
VOLUME 33 NUMBER 53 ■
network
JANUARY 17, 2022 ■ $8.50
Jury should decide if posts were ‘true threats’ ■ BY HEATH HAMACHER hhamacher@nclawyersweekly.com
Looking ahead to 2022: Keep on keeping on ■ BY HEATH HAMACHER hhamacher@nclawyersweekly.com “Welcome back!” Those are the words that many managing partners across North Carolina and elsewhere have been dying to utter since COVID-19 forced lawyers and professional staff to abandon their offices nearly two years ago. Recently, it had appeared as though the number of cases was declining, but tales of its demise
were greatly exaggerated. Thanks to the Delta and Omicron variants—and COVID’s general unpredictability—firms remain compelled to continue contemplating when and how they will get back to a more traditional practice of law, while coming to understand that things may never be the way they used to be. That might not be such a bad thing, however. Reid Phillips, managing partner of Brooks Pierce in
Greensboro, said that the coronavirus has taken a “horrible toll” on humanity but also bolstered firms’ ability to deal with adversity. “We’ve moved from ‘How can we do this?’ to ‘How can we do this better?” Phillips said. “There are lots of things you discover in a crisis about yourself and your organization. If you pay attention and focus on those things, you can make work better See Looking Page 5 ►
The North Carolina Supreme Court has ordered a new trial for a man who allegedly used social media to make drunken death threats against a district attorney, reversing state’s Court of Appeals order to acquit the man because the trial court had failed to instruct the jury on a “true threat” to a court officer. In its Dec. 17 opinion, the Supreme Court found that defendant David Taylor’s speech was protected by the 1st Amendment, and his conviction for knowingly and willfully threatening to kill a court officer had to be vacated because of the improper jury charge. But the high court found that there was enough evidence to withstand Taylor’s motion to dismiss to charges against him, paving the way for a retrial. “Because … the facts presented by the State could have allowed a reasonable jury to conclude defendant uttered a true threat, a properly instructed jury must be allowed to consider this question,” Justice Michael Morgan wrote for the court.
Facebook official When prosecutors declined to charge the parents of a Macon County child who died under unusual circumstances, David Taylor took to Facebook—inebriated, the state says—to criticize the justice system and District Attorney S e e Tr u e t h r e a t s P a g e 6 ►
Biz Court could pick method for valuing shares ■ BY CORREY E. STEPHENSON BridgeTower Media Newswires Business Court judges have considerable discretion in how they determine the “fair value” of a company’s shares in a judicial apparaisal, so long as they consider “customary and current valuation concepts and techniques,” the North Carolina Supreme Court has ruled in a case of first impression involving a merger of two tobacco companies. International tobacco conglomerate British American Tobacco (BAT) entered into an agreement to purchase North Carolina-based Reynolds American Inc. (RAI) in January 2017. At the time, BAT owned roughly 42 percent of RAI’s shares and
controlled several seats on its board of directors. The agreement was negotiated by BAT and a committee comprised of non-BAT-affiliated RAI board members. On the date of the agreement, the consideration was worth $59.64 per RAI share. The transaction was overwhelmingly approved by a majority of RAI’s outstanding shares, including 99 percent of the non-BAT-owned shares which were voted in the merger. A group of dissenting shareholders who believed that the agreed-upon deal price significantly undervalued RAI refused to tender their shares at closing. They filed a complaint for judicial appraisal as permitted under state law.
After trial, post-trial briefing and post-trial oral argument, the Business Court entered a judgment finding that the fair value of RAI stock as of the transaction date was no more than the deal price of $59.64 per share. The dissenters appealed directly to the Supreme Court. In a Dec. 17 opinion, Justice Anita Earls wrote that the Supreme Court had never previously considered an appeal from a Business Court judgment determining the fair value of a dissenting shareholder’s shares, and in this case, the Business Court had been presented with two radically different estimations of the fair value of the shares of RAI held See Shares Page 7 ►
INSIDE VERDICTS & SETTLEMENTS
VERDICTS & SETTLEMENTS
COMMENTARY
Deadly gas leak leads to $5.5 million settlement
$900K awarded to girl hit after exiting school bus
Structure a closing argument to persuade, not just impress
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