In this post-trial decision, the Court found specific performance was the appropriate remedy for a breach of a stockholder’s preemptive rights provision where the parties’ Securities Purchase Agreement specified that remedy. The Court cited Delaware’s “strong contractarian policies” in holding that specific performance would place the parties closest to where they would have been had the defendant performed in accordance with the contract. Specific performance here required the defendant to offer to sell plaintiff a pro rata warrant in exchange for the value of the warrant at the time of the breach.
