In re Bioclinica Inc. Shareholder Litigation, C.A. 8272-VCG (February 25, 2013)

This is yet another example of the Court of Chancery explaining that the deal protection rules set by Omnicare have long since been modified by the Court.  The correct analysis is not to just adopt some rigid formula but to instead carefully test the actual impact of the deal protection measures on the possibility some other bidder may appear. This decision tells you how to do just that test.