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Contract Terms Corporate Sales Transactions Delaware General Corporation Law

Troutman Pepper

“Market Practice Needs to Check Itself” – A Reminder from the Court of Chancery that M&A Practitioners Must Strictly Abide by...

Troutman Pepper on

In Sjunde AP-Fonden v. Activision Blizzard, Inc., the Delaware Court of Chancery refused to dismiss claims against Activision Blizzard, Inc. (the company) and its board of directors (the board) that the board had violated,...more

Robson & Robson, P.C.

Sellers Beware: Sandbaggers Welcomed In Pennsylvania & Delaware

Robson & Robson, P.C. on

Image a home buyer finally finds their dream house. There’s just one problem. During their home inspection, they discover the foundation is cracked. But they buy the house anyway, fully aware of the issues with the...more

Stinson - Corporate & Securities Law Blog

“Too Much Dynamite” Can Override Indemnification Limitations

Online Healthnow, Inc. et al v. CIP OCL Investments, LLC et al considers whether certain indemnification limits violate the public policy of the State of Delaware....more

Hogan Lovells

Quarterly Corporate / M&A Decisions Update: Q4 2020

Hogan Lovells on

Below is our Quarterly Corporate / M&A Decisions Update for decisions in Q4 2020. This update is designed to highlight selected important M&A, corporate, and commercial court decisions on a quarterly basis. Brief summaries of...more

Carlton Fields

Valuing Income Statement Breaches in Transactional Insurance Claims

Carlton Fields on

Once it has been determined that a breach of a financial statement representation in an acquisition agreement has occurred—specifically with respect to an identified income statement—the question arises as to the quantum of...more

Kramer Levin Naftalis & Frankel LLP

Delaware Court of Chancery Upholds a Seller’s Use of Contractual Provisions to Maintain Attorney-Client Privilege Over Premerger...

In a recent decision, the Delaware Court of Chancery ruled that the seller in a merger could enforce a provision in the merger agreement protecting its privilege over premerger emails with its counsel. Although pursuant to...more

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