News & Insights
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May 25, 2023
Chancery Reaffirms Very High Bar for Successful Challenge of Even “Terrible” Business Decisions by an Independent Board—Coral Springs v. Dorsey⟶ -
M&A/PE Briefing | May 22, 2023
Non-Majority Stockholder’s Ability to Control a Transaction Did Not Render Him a Controller As He Did Not Try to Control—Oracle⟶ -
M&A/PE Briefing | May 9, 2023
Chancery Court Issues Important Decision Relating to Buyer Indemnification Rights and Seller Participation Rights in Connection with Post-Closing Governmental Investigations—Anthem⟶ -
May 5, 2023
M&A/PE Quarterly Newsletter, Spring 2023⟶ -
M&A/PE Briefing | May 5, 2023
Court of Chancery Clarifies that Sophisticated Stockholders of a Delaware Corporation Can Waive Fiduciary Duties Under Certain Circumstances—Fugue⟶ -
M&A/PE Briefing | May 3, 2023
Chancery Ruling Highlights Important Role of Special Litigation Committees in Maintaining Board Control Over Derivative Litigation—Baker Hughes⟶ -
M&A/PE Briefing | April 18, 2023
Chancery Rejects Dismissal of Caremark Claims Against Walmart’s Officers and Directors for the Company’s Role in the Opioid Epidemic⟶ -
M&A/PE Briefing | March 2, 2023
Chancery Expands Caremark Parameters—but Dismisses Claims Against McDonald’s Directors Because They Took Action to Address Sexual Harassment Once They Learned of It⟶ -
M&A/PE Briefing | February 24, 2023
Chancery Grants Judicial Validation of SPACs’ Potentially Defective Charter Amendments and Share Issuances Effected Without a Separate Vote of Class A Common Shares—Lordstown⟶ -
M&A/PE Briefing | February 21, 2023
Chancery Rejects Claim CEO Steered Target Board to Favor Financial-Buyer Bid Over Higher Strategic-Buyer Bid to Retain His Position Post-Merger—Teamsters v. Martell⟶