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Results:1-10 of 17

Perspective on El Pasodespite finding of liability for general partner, no increased scrutiny of directors and bankers in MLP dropdown situations
  • Fried Frank Harris Shriver & Jacobson LLP
  • USA
  • May 7 2015

The Delaware Chancery Court recently ruled, in In re El Paso Pipeline Partners, L.P. Derivative Litigation (Apr. 20, 2015), that the general partner


Proposed appraisal statute amendments would permit companies to reduce their interest costlikely to discourage “weaker” appraisal claims and make settlement of “stronger” claims harder
  • Fried Frank Harris Shriver & Jacobson LLP
  • USA
  • March 23 2015

Proposed amendments to the Delaware appraisal statute announced last week are expected to be adopted by the Delaware Legislature....


Key Delaware trend in 2014: increasing deference to directors’ decisionsbut not “anything goes”
  • Fried Frank Harris Shriver & Jacobson LLP
  • USA
  • January 15 2015

A foundational premise of Delaware jurisprudence has been the courts’ deference to decisions made by independent and disinterested directors


Practice points for a single bidder sale process
  • Fried Frank Harris Shriver & Jacobson LLP
  • USA
  • January 12 2015

Recent Delaware decisions have emphatically confirmed a trend of increased judicial deference to sale process decisions made by directors without a


In re Zhongpin: Chancery Court looks to underlying reality of influence and determines 17 stockholder may have controller status in context of his going-private bid
  • Fried Frank Harris Shriver & Jacobson LLP
  • USA
  • December 4 2014

In In re Zhongpin Inc. Stockholders Litigation (Nov. 26, 2014), the Delaware Chancery Court found that the plaintiffs had pled sufficient facts to


Delaware legislature clarifies Section 251(h) second-step merger provisions
  • Fried Frank Harris Shriver & Jacobson LLP
  • USA
  • July 18 2014

The following amendments to Delaware General Corporation Law ("DGCL") Section 251(h) have been passed by the Delaware legislature, clarifying a


M & A quarterly - 2nd quarter 2014
  • Fried Frank Harris Shriver & Jacobson LLP
  • USA
  • July 9 2014

Under long-established Delaware law, directors and officers face personal liability if their decisions relating to a change of control transaction


New activist weapon-- the rise of Delaware appraisal arbitrage: a survey of cases and some practical implications
  • Fried Frank Harris Shriver & Jacobson LLP
  • USA
  • June 18 2014

From 2004 through 2010, the number of appraisal petitions filed in Delaware rose and fell roughly in parallel with the overall level of merger


M & A quarterly - 1st quarter 2014
  • Fried Frank Harris Shriver & Jacobson LLP
  • USA
  • April 22 2014

When drafting and bargaining for an earn-out provision, to help ensure that the target company will achieve the post-closing financial performance


Thoughts on the most recent Delaware decisions: part II guidelines for controlling shareholders, special committees, and investment bankers
  • Fried Frank Harris Shriver & Jacobson LLP
  • USA
  • April 14 2014

Recent Delaware court decisions underscore the importance of adherence to well-established practices and procedures by all participants in