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Delaware Chancery Court Makes Groundbreaking “Material Adverse Effect” Finding Allowing Buyer to Terminate Merger Agreement
  • K&L Gates
  • USA
  • October 11 2018

In a landmark decision, a Delaware court has, for what is widely believed to be the first time ever, found that a material adverse effect actually


Recent Delaware Case Makes First Finding of "Material Adverse Effect": Key Takeaways
  • Dechert LLP
  • USA
  • October 11 2018

The recent decision of the Delaware Court of Chancery in Akorn, Inc. v. Fresenius Kabi AG et. al is the first time a Delaware court has found a material adverse effect in...


Chancery Court Claims For Breach Of Fiduciary Duty Dismissed For Failure To Establish Demand UItility
  • K&L Gates
  • USA
  • October 10 2018

In Jennifer L. Stritzinger v. Dennis Barba, et al. Civil Action No. 12776-CB, the Delaware Court of Chancery granted the defendants’ motion to


It's a MACDelaware Court of Chancery Allows Buyer to Terminate Merger Agreement upon Finding of Material Adverse Effect
  • Baker McKenzie
  • USA
  • October 10 2018

On October 1, 2018, the Delaware Court of Chancery issued an unprecedented decision allowing buyer Fresenius Kabi AG to terminate its merger agreement


A Delaware First: Chancery Court Upholds Termination of Merger Based on MAE
  • Cozen O'Connor
  • USA
  • October 10 2018

On October 1, 2018, in Akorn, Inc. v. Fresenius Kabi AG, the Delaware Court of Chancery held for the first time that a buyer had validly terminated a


Delaware Court Of Chancery Rules For The First Time That MAE Justifies Termination Of Deal
  • Shearman & Sterling LLP
  • USA
  • October 9 2018

In a first-of-its-kind ruling, Vice Chancellor J. Travis Laster of the Delaware Court of Chancery ruled post-trial that Fresenius SE & Co. KGaA


Delaware Court of Chancery makes notable MAE finding, allows Fresenius to terminate proposed US$4.3 billion acquisition of Akorn
  • Hogan Lovells
  • USA
  • October 9 2018

M&A Update 9 October 2018 This is a commercial communication from Hogan Lovells. See note below. Delaware Court of Chancery makes notable MAE finding


Delaware Chancery Court Finally Finds an MAE
  • Jones Day
  • USA
  • October 8 2018

Showing that a target has suffered a MAE is an arduous task that places the burden of proof on the buyer. Prior to this case, no Delaware court had


How to Read a MAC MAE Clause
  • Stinson Leonard Street LLP
  • USA
  • October 7 2018

Akorn, Inc., v. Fresenius Kabi AG et al will undoubtedly become known as the first case where a Delaware court found a material adverse effect, or


Delaware M&A Quarterly - Autumn 2018
  • Paul Weiss
  • USA
  • October 5 2018

The recent Delaware Court of Chancery opinion in Olenik v. Lodzinski held that the parties to an acquisition had met the now well-known roadmap for