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M&A Litigation (Delaware)

Paul Weiss: Delaware Court of Chancery Holds that “Don’t Ask, Don’t Waive” Provisions Are Permissible Under Certain Circumstances

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Delaware Court of Chancery Holds that “Don’t Ask, Don’t Waive” Provisions Are Permissible Under Certain Circumstances

Paul Weiss
January 4, 2013
2 pages

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Squire Sanders: Lyondell: A Victory for Corporate Directors in the Delaware Supreme Court

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Baker Hostetler: New Agreement Protections in the Wake of Huntsman v. Hexion

Blank Rome: Hexion v. Huntsman: What’s an MAE Anyway?

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Shearman & Sterling: Delaware Court Enjoins Stockholder Vote Pending Additional Disclosure Regarding Financial Analyses, Management Projections and Discussions Regarding Post-Closing Employment [Maric Capital Master Fund, Ltd. v. PLATO Learning]

Blackstone v ADS: "Corporate Formalities" Upheld as Non-signatory Not Liable for "Cabined" Acquisition Sub

Milbank: Delaware Chancery Court Respects "Corporate Formalities" in Determining that Only the Signatories to a Merger Agreement are Bound by its Terms

Ropes & Gray: Delaware Chancery Court Rejects Attempt to Hold Private Equity Owner Liable for Failure of Closing Condition

Paul Weiss: Private Equity Deal Structure Upheld in Delaware

Loral & Interested Party Transactions

Paul Hastings: Interested Party Transactions: Lessons from Loral

Fried Frank: Delaware Chancery Court Converts Voting Preferred Stock Issued to Controlling Stockholder Into Non Voting Common Stock

Milbank: Delaware Court Applies the "Entire Fairness Standard" in Determining that 35% Stockholder's Preferred Stock Investment Was Unfair

Blackstone v ADS: "Corporate Formalities" Upheld as Non-signatory Not Liable for "Cabined" Acquisition Sub

Milbank: Delaware Chancery Court Respects "Corporate Formalities" in Determining that Only the Signatories to a Merger Agreement are Bound by its Terms

Ropes & Gray: Delaware Chancery Court Rejects Attempt to Hold Private Equity Owner Liable for Failure of Closing Condition

Paul Weiss: Private Equity Deal Structure Upheld in Delaware

Loral & Interested Party Transactions

Paul Hastings: Interested Party Transactions: Lessons from Loral

Fried Frank: Delaware Chancery Court Converts Voting Preferred Stock Issued to Controlling Stockholder Into Non Voting Common Stock

Milbank: Delaware Court Applies the "Entire Fairness Standard" in Determining that 35% Stockholder's Preferred Stock Investment Was Unfair