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22 Mar 2019, 3:00 am by John Jenkins
It’s becoming increasingly rare to see the Delaware Chancery Court issue an order enjoining a deal – but that’s what Vice Chancellor McCormick did earlier this month in FrontFour Capital v. [read post]
3 Apr 2024, 10:00 pm
Stockholders Litigation , the Delaware Court of Chancery followed the special litigation committee’s (SLC’s) recommendation and dismissed a stockholder complaint alleging that the company’s controlling stockholders enriched themselves through a direct offering by acquiring shares at a depressed price. [read post]
10 May 2016, 3:07 am by Broc Romanek
Here’s news from this Cleary Gottlieb memo (we’re posting memos in our “Financial Advisors” Practice Area): On May 6, the Delaware Supreme Court issued an Order that sets forth concisely the contours of the defendant-favorable standards for determining liability of directors and their advisors following the closing of sales of control of companies. [read post]
3 Nov 2021, 9:27 am by IPWatchdog
President Joe Biden today announced that Judge Leonard Stark of the United States District Court for the District of Delaware is his latest nominee for the U.S. [read post]
18 Feb 2021, 3:00 am by John Jenkins
The stock purchase agreement’s choice of law provision said that Delaware law would govern the agreement and “all claims or causes of […] [read post]
11 Mar 2022, 1:52 pm by Amanda Proctor
., the Delaware Superior Court addressed the scope of related or interrelated wrongful acts policy language in connection with SEC investigations and enforcement actions involving the insured, Options Clearing Corp. [read post]
3 Apr 2024, 10:00 pm
Stockholders Litigation , the Delaware Court of Chancery followed the special litigation committee’s (SLC’s) recommendation and dismissed a stockholder complaint alleging that the company’s controlling stockholders enriched themselves through a direct offering by acquiring shares at a depressed price. [read post]
9 May 2016, 3:29 am by Broc Romanek
The decision adopts the same standards set forth by the Delaware Supreme […] [read post]
3 Apr 2024, 10:00 pm
Stockholders Litigation , the Delaware Court of Chancery followed the special litigation committee’s (SLC’s) recommendation and dismissed a stockholder complaint alleging that the company’s controlling stockholders enriched themselves through a direct offering by acquiring shares at a depressed price. [read post]
21 Sep 2018, 3:00 am by John Jenkins
Allconnect, Vice Chancellor Laster held that obligations to investors who had exercised a put right prior to a merger were not extinguished by that transaction – despite the fact that, prior to the deal, the selling corporation did not have funds legally available to repurchase the shares under Delaware law. [read post]
15 Oct 2018, 3:00 am by John Jenkins
.; 10/18), the Delaware Supreme Court affirmed an earlier Chancery Court decision & held that MFW’s ab […] [read post]
3 Apr 2024, 10:00 pm
Stockholders Litigation , the Delaware Court of Chancery followed the special litigation committee’s (SLC’s) recommendation and dismissed a stockholder complaint alleging that the company’s controlling stockholders enriched themselves through a direct offering by acquiring shares at a depressed price. [read post]
30 Jun 2021, 3:00 am by John Jenkins
Earlier this week, the Delaware Supreme Court issued its decision in Coster v. [read post]
3 Apr 2024, 10:00 pm
Stockholders Litigation , the Delaware Court of Chancery followed the special litigation committee’s (SLC’s) recommendation and dismissed a stockholder complaint alleging that the company’s controlling stockholders enriched themselves through a direct offering by acquiring shares at a depressed price. [read post]
3 Apr 2024, 10:00 pm
Stockholders Litigation , the Delaware Court of Chancery followed the special litigation committee’s (SLC’s) recommendation and dismissed a stockholder complaint alleging that the company’s controlling stockholders enriched themselves through a direct offering by acquiring shares at a depressed price. [read post]
17 Oct 2016, 3:00 am by John Jenkins
This Cleary blog discusses a recent Delaware case – In re: Books-a-Million Stockholders Litigation – involving a sale of a company to its controlling stockholder (we’re posting memos on this case in our “Fiduciary Duties” Practice Area). [read post]
5 Jan 2016, 3:21 am by Broc Romanek
Here’s news from Cliff Neimeth of Greenberg Traurig: Since the Delaware Court of Chancery’s decision a couple of years ago in Boilermakers Local 154 Retirement Fund v. [read post]
18 Jul 2024, 3:54 am by John Jenkins
Yesterday, Delaware Governor John Carney signed into law SB 313, the controversial 2024 DGCL amendments. [read post]
20 Jan 2009, 3:35 am
This summer, the Delaware Chancery Court arguably expanded the potential liability of independent directors of Delaware corporations by declining to grant summary judgment in favor of non-conflicted, independent directors that had allegedly accepted a buyout offer without performing standard due diligence about the fairness of the deal. [read post]