In a letter ruling, the Delaware Chancery Court held that where neither the target nor the acquiror was a Delaware entity, the transaction documents between the parties could not confer jurisdiction in the Chancery Court...more
3/27/2024
/ Acquisitions ,
Board of Directors ,
Business Judgment Rule ,
Conflicts of Interest ,
Contract Terms ,
Delaware General Corporation Law ,
Due Diligence ,
Entire Fairness Standard ,
Fiduciary Duty ,
Forum Selection ,
Merger Agreements ,
Mergers ,
Private Equity ,
Revlon Standard ,
Sale of Assets ,
Shareholder Litigation ,
Subject Matter Jurisdiction ,
Target Company
Chancery Court Provides Additional Guidance on Disclosure Requirements for Corwin Analysis -
One of the most significant decisions of the Delaware Chancery Court in the last 15 years was the court’s ruling in Corwin v....more
4/5/2023
/ Acquisitions ,
Contract Terms ,
Coronavirus/COVID-19 ,
Corwin Doctrine ,
Disclosure Requirements ,
Entire Fairness Standard ,
Federal Trade Commission (FTC) ,
Material Adverse Effects ,
Mergers ,
Misrepresentation ,
Non-Compete Agreements ,
Purchase Agreement ,
Restrictive Covenants ,
Sandbagging
Headlines -
- Tax Issues for F Reorganizations in M&A Transactions
- Presidential Executive Order Places Heightened Importance on National Security Risks and Committee on Foreign Investments in the United States...more
12/19/2022
/ Acquisitions ,
Biden Administration ,
Business Judgment Rule ,
CFIUS ,
Corporate Governance ,
Corporate Restructuring ,
Corporate Taxes ,
Executive Orders ,
Mergers ,
National Security ,
Reorganizations