We use cookies to customise content for your subscription and for analytics.
If you continue to browse Lexology, we will assume that you are happy to receive all our cookies. For further information please read our Cookie Policy.

Search results

Order by: most recent most popular relevance



Results:1-10 of 3,031

Private Equity Update: Portfolio Company D&O Insurance May Not Extend to Private Equity Sponsors
  • Winston & Strawn LLP
  • USA
  • January 15 2019

A recent decision from the Delaware Superior Court interpreting a so-called “capacity exclusion” in a director and officer (“D&O”) insurance policy


Delaware Court of Chancery Declares Ineffective Exclusive Federal Forum Provision for 1933 Act Claims
  • Sheppard Mullin Richter & Hampton LLP
  • USA
  • January 14 2019

In Sciabacucchi v. Salzberg, C.A. No. 2017-0931-JTL, 2018 WL 6719718 (Del. Ch. Dec. 19, 2018), the Delaware Court of Chancery (Laster, V.C.) held that


Chancery Court Denies Dismissal of Breach of Fiduciary Duty Claims after Concluding that Stockholder Vote was Not Informed
  • K&L Gates
  • USA
  • January 14 2019

In In re Tangoe, Inc. Stockholders Litigation, C.A. No. 2017-0650-JRS (Del. Ch. Nov. 20, 2018), the Delaware Court of Chancery denied the director


Developments in Governance and Disclosure: Winter 2018-2019 Supplement
  • Vinson & Elkins LLP
  • USA
  • January 10 2019

On December 6, 2018, SEC Chairman Jay Clayton gave a speech in which he reviewed the Commission’s progress on its agenda during 2018 and


Termination of M&A transactions based on MAC clauses
  • Beiten Burkhardt
  • USA
  • January 10 2019

On 1 October 2018, the Delaware Court of Chancery recognised a material adverse change (MAC) clause as a means to terminate a share purchase


Patently False: The Delaware Chancery Court Dissolves Limited Liability Company Founded on False Claims of Patent Ownership
  • K&L Gates
  • USA
  • January 9 2019

In Decco U.S. Post-Harvest, Inc., v. MirTech, Inc., the Delaware Chancery Court issued a Memorandum Opinion dissolving a limited liability company


Delaware Court of Chancery Invalidates Federal Forum Selection Provisions for Claims Arising Under the Securities Act of 1933
  • Paul Weiss
  • USA
  • January 9 2019

On December 19, 2018, the Delaware Court of Chancery (Laster, V.C) held in Sciabacucchi v. Salzberg et al, C.A. No. 2017-0931-VCL (Del. Ch. Dec. 19


Delaware M&A Quarterly: Delaware Supreme Court Affirms Landmark MAE Findings
  • Paul Weiss
  • USA
  • January 9 2019

The Delaware Supreme Court, sitting en banc, unanimously affirmed the Court of Chancery’s opinion in Akorn, Inc. v. Fresenius Kabi AG holding that


Delaware Court Of Chancery Denies Motion To Dismiss Breach Of Contract Claim For Failure To Use “Commercially Reasonable Efforts” To Obtain Regulatory Approval For Pharmaceuticals
  • Shearman & Sterling LLP
  • USA
  • January 8 2019

On December 28, 2018, Vice Chancellor Sam Glasscock III of the Delaware Court of Chancery declined to dismiss a breach of contract claim brought by


Delaware Court Of Chancery Rejects Forum-Selection Charter Provision For Federal Securities Law Claims
  • Shearman & Sterling LLP
  • USA
  • January 8 2019

On December 19, 2018, Vice Chancellor J. Travis Laster of the Delaware Court of Chancery granted summary judgment to a shareholder challenging the