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22 Mar 2022, 3:00 am
Earlier this month, the Delaware Supreme Court once again weighed in on the subject of the obligations created by “preliminary agreements” relating to potential business transactions – and in the Court’s words, provided a reminder that the good faith obligations imposed under the terms of these agreements are “not worthless. [read post]
21 Mar 2022, 6:21 pm
This ruling also instructed that a fraud claim in Delaware is the same as a claim for fraudulent inducement. [read post]
21 Mar 2022, 6:10 pm
The recent Delaware Court of Chancery decision in Krauss v. 180 Life Sciences Corp., C.A. [read post]
21 Mar 2022, 5:36 pm
The court concluded that the essential role of the Delaware Court of Chancery in providing guidance in developing areas of Delaware law would be impaired if it were “to denude its jurisdiction because a federal securities action resting on similar facts was filed first. [read post]
21 Mar 2022, 5:29 pm
Rommel Delaware, LLC, et al., C.A. [read post]
21 Mar 2022, 11:24 am
In January of this year, when the Delaware Chancery Court sustained the Delaware state court direct action filed against the directors and officers of the SPAC that had acquired MultiPlan Corp., I speculated that the Court’s ruling would encourage other disgruntled SPAC investors to bring similar Delaware direct actions against SPAC management. [read post]
21 Mar 2022, 6:04 am
This post is based on her recent paper, and is part of the Delaware law series; links to other posts in the series are available here. [read post]
20 Mar 2022, 5:19 am
Key Factual Background Two investors of Zoox, Inc., an autonomous ride-hailing venture, petitioned the Delaware Chancery Court for an appraisal of their shares pursuant to Section 262 of the Delaware Code. [read post]
19 Mar 2022, 4:52 am
Judge Stark has served the District of Delaware well and will be sorely missed. [read post]
19 Mar 2022, 4:40 am
The Delaware Supreme Court’s 2014 MFW decision [1] provided a path by which a going-private merger—as well as other conflicted transactions between a Delaware corporation and its controlling stockholder—may be subject to business judgment review rather than the exacting test of entire fairness. [read post]
19 Mar 2022, 1:01 am
McKean attended the Continental Congress of 1765 as a representative of Delaware. [read post]
18 Mar 2022, 3:32 pm
The Delaware case is Julia Haart v. [read post]
18 Mar 2022, 12:09 pm
Biden in a Delaware repair shop. [read post]
18 Mar 2022, 10:29 am
McCormick, Delaware Courts). [read post]
18 Mar 2022, 10:16 am
Earlier this week, the Supreme Court of Delaware issued a decision rejecting what is known as the “fundamentally identical” standard in insurance disputes. [read post]
18 Mar 2022, 8:35 am
18 Mar 2022, 6:34 am
Biden in a Delaware repair shop. [read post]
18 Mar 2022, 6:02 am
Wolf, Kirkland & Ellis LLP, on Sunday, March 13, 2022 Tags: Advanced notice, Boards of Directors, Charter & bylaws, Delaware law, Hostile takeover, Merger litigation, Mergers & acquisitions, Proxy contests Scales Tipped Toward More Women Joining Boards in California in 2021 Posted by Cydney Posner, Cooley LLP, on Monday, March 14, 2022 Tags: Board composition, Board dynamics, Boards of… [read post]
18 Mar 2022, 5:00 am
We previously discussed the Superior Court of Delaware’s finding in Jarden, LLC v. [read post]
18 Mar 2022, 3:56 am
In Delaware, if my client has $12,500 in bills, I can send the bills and records to the adjuster and request that they disclose their policy limits. [read post]