Fernan Restrepo has posted “Do Different Standards of
Judicial Review Affect the Gains of Minority Shareholders in Freeze-Out
Transactions? A Re-Examination of Siliconix
” on SSRN.  Here is the abstract:

Freeze-out transactions have been subject to different
standards of judicial review in Delaware since 2001, when the chancery court,
in In re Siliconix Inc. Shareholders Litigation, held that, unlike merger
freeze-outs, tender offer freeze-outs were not subject to “entire fairness
review”. This dichotomy, in turn, gave rise to a tension in the literature
regarding the potential impact of Siliconix, as well as the treatment that
freeze-outs should receive. While some defended the regime established by
Siliconix, others argued for doctrinal convergence through a universal
application of entire fairness, and still others proposed alternative
variations of convergence based on how the negotiation process is conducted.
The Delaware Chancery Court itself, in fact, subsequently made a partial step
toward convergence by narrowing the scope of its precedent, as reflected in In
re CNX Gas Corporation Shareholders Litigation
. The empirical evidence on the
effect of Siliconix (and, therefore, on the practical relevance of different
standards of judicial review), however, is limited. In particular, in
“Post-Siliconix freeze-outs: Theory and Evidence,” Guhan Subramanian found that
minority shareholders obtain lower cumulative abnormal returns (CARs) in tender
offer freeze-outs relative to merger freeze-outs, and, based on this finding,
Subramanian advocates for doctrinal convergence. That article, however, does
not formally examine whether Siliconix generated a structural change in
relative CARs in both transactional forms and, therefore, whether the
differences in outcomes are actually attributable to the disparity in standards
of judicial review. The purpose of this work is, therefore, to fill this gap in
the literature. To this end, this work uses a difference-in-differences
approach, which compares changes over time (before and after Siliconix) between
CARs in tender offers (the treatment group) and CARs in statutory mergers (the
control group). As further discussed in the text, the results seem to suggest,
in line with Subramanian’s intuition, that Siliconix actually had at least some
negative effect on CARs in tender offers, since the estimator of
difference-in-differences is consistently negative and generally significant.
Based on the results, this work discusses specific policy implications,
particularly in terms of regulatory convergence.