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Results: 1-10 of 1,449

Delaware Supreme Court says window shopping without auction enough in C&J-Nabors case

  • Stinson Leonard Street LLP
  • -
  • USA
  • -
  • December 19 2014

In November, the Delaware Chancery Court agreed to temporarily bar C&J Energy Services Inc. investors from voting on a proposed merger between C&J

Delaware Chancery Court declines to dismiss fraud claims against private equity fund and directors

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • December 19 2014

In Great Hill Equity Partners IV, LP v. SIG Growth Equity Fund I, LLLP, the Delaware Court of Chancery denied the defendants' motion to dismiss

A strong cautionary note for M&A practitioners and professionals and a strategic suggestion for defending appraisal arbitrage cases

  • Sidley Austin LLP
  • -
  • USA
  • -
  • December 17 2014

The volume of Court of Chancery decisions has been proceeding apace. We have culled out two that we believe are worthy of your attention: Cigna

Federal court rules in favor of Virginia corporation in public company merger litigation

  • Hunton & Williams LLP
  • -
  • USA
  • -
  • December 17 2014

On December 2, 2014, in Malon v. Franklin Financial Corp., the United States District Court for the Eastern District of Virginia denied a motion to

Court of Chancery speaks to exclusivity agreements in public company acquisitions

  • Stinson Leonard Street LLP
  • -
  • USA
  • -
  • December 15 2014

You reach the point in the sale of almost every public company where the buyer wants an exclusivity agreement. Lawyers representing the target wring

A bit about break-up fees in M&A

  • Duane Morris LLP
  • -
  • USA
  • -
  • December 12 2014

In In re Comverge, Inc. Shareholders Litig., C.A. No. 7368-VCP, a decision on a motion to dismiss by Court of Chancery, Vice Chancellor Parsons

Delaware Court of Chancery holds that a 17.3 stockholderCEO may be a controlling stockholder

  • Paul, Weiss, Rifkind, Wharton & Garrison LLP
  • -
  • USA
  • -
  • December 11 2014

In In re Zhongpin Inc. S'holders Litig., the Delaware Court of Chancery denied motions to dismiss breach of fiduciary duty claims against an alleged

Delaware court addresses the binding (or not) nature of indemnification and other stockholder obligations in merger transactions Cigna Health

  • Morrison & Foerster LLP
  • -
  • USA
  • -
  • December 10 2014

The Delaware Chancery Court (in a decision by Vice Chancellor Parsons in late November) has held unenforceable against a stockholder, that had not

Court clarifies law on enforceability of obligations of non-signatories in private mergers

  • McCarter & English LLP
  • -
  • USA
  • -
  • December 10 2014

In a fact-specific case with potential ramifications for future mergers under Delaware law, Cigna Health and Life Insurance Co., a preferred

Ambac Assurance Corp. v. Countrywide Home Loans, Inc.: New York Appellate Court applies common-interest privilege to merger parties’ pre-closing communications

  • Sullivan & Cromwell LLP
  • -
  • USA
  • -
  • December 10 2014

On December 4, 2014, the Appellate Division of the Supreme Court of New York, First Judicial Department (“First Department”), issued Ambac Assurance