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Dilutive stock issuances, deadlocks, and Delaware law: Blasius lives

USA - September 10 2021 The Delaware Supreme Court recently invoked the Blasius test to invalidate a dilutive stock issuance intended to eliminate a deadlock between a…

Deleware court addresses fraud claims in M&A no-recourse transaction (aka the enduring legacy of Abry partners)

USA - September 7 2021 In a recent decision, the Delaware Court of Chancery refused to dismiss fraud claims brought against a selling stockholder and its private equity…

Delaware Chancery rejects a buyer’s MAE claim (again)

USA - August 26 2021 Last month, the Delaware Court of Chancery rejected a buyer’s claim that a target suffered a “material adverse effect” and ordered specific…

Delaware guidance on controlling stockholder transactions under MFW

USA - August 25 2021 In a recent bench ruling, the Court of Chancery provided guidance to controlling stockholders in seeking business judgment rule review of freeze-out…

2021 M&A reporter: Q2

USA - August 6 2021 The COVID-19 pandemic led to numerous lawsuits to enforce M&A transactions that had been entered into before the pandemic had taken effect in the…

Hannah Flint, James A. Kennedy, II, Scott H. Kimpel, Justin F. Paget, J. Steven Patterson, J. R. Smith, Eric Wilson.