30 Jan, 2020 Uber Board Was Disinterested and Independent to Assess a Pre-Suit Demand for Acquisition of Google Program By Albert H. Manwaring IV Delaware Business Court Insider Uber Board Was Disinterested and Independent to Assess a Pre-Suit Demand for Acquisition of Google...
30 Jan, 2020 Cirba Inc. Represented by Morris James' Own Kenneth L. Dorsney By Morris James LLP Law360 An article posted on Law 360 titled, "VMware Hit With $236M Verdict For Willful Infringement," reports on the case Cirba Inc. et...
30 Jan, 2020 Uber Board Was Disinterested and Independent to Assess a Pre-Suit Demand for Acquisition of Google Program By Albert H. Manwaring IV Uber Technologies’ board approved the acquisition of Google’s more mature autonomous vehicle program. The transaction was high risk and...
28 Jan, 2020 Chancery Dismisses Stockholder Claims that a Minority Owner was a Controlling Stockholder in Approving a Merger Transaction with the Minority Owner By Lewis H. Lazarus K. Tyler O'Connell In re: Essendant, Inc. Stockholder Litigation, C.A. No. 2018-0789-JRS (Del. Ch. Dec. 30, 2019). When as here a Delaware corporation’s...
28 Jan, 2020 Chancery Sustains Claims Against Board Chairman who Rolled Over Equity in Going-Private Transaction and Officers Who Crafted Misleading Disclosures By K. Tyler O'Connell Jonathan G. Strauss Morrison v. Berry, C.A. No. 12808-VCG (Del. Ch. Dec. 31, 2019). Plaintiff, a former stockholder of The Fresh Market, Inc. (the...
24 Jan, 2020 Josh Meyeroff Invited to the American Board of Trial Advocates By Joshua H. Meyeroff Partner Josh Meyeroff was elected to join the American Board of Trial Advocates at the National Board Meeting in Charleston, South...
23 Jan, 2020 Chancery Balances the Obligation to Defend an Arbitral Award from Collateral Attack with the Obligation to Defer to a Broad Agreement to Arbitrate By R. Eric Hacker Albert J. Carroll Gulf LNC Energy, LLC v. Eni USA Gas Marketing LLC, C.A. No. 2019-0460-AGB (Del. Ch. Dec. 30, 2019). Plaintiff (“Gulf”) invested over $1...
23 Jan, 2020 Brya M. Keilson Speaks at Eastern District of Pennsylvania Bankruptcy Conference By Brya M. Keilson Senior Counsel Brya M. Keilson participated in a panel discussion at the Eastern District of Pennsylvania Bankruptcy Conference on...
23 Jan, 2020 Chancery: Stockholder Group Benefited From Reorganization Sufficient to Deny 'Corwin' Dismissal Bid By P. Clarkson Collins Jr. Delaware Business Court Insider The Delaware Supreme Court decision in Corwin and its progeny established a powerful defense to...
23 Jan, 2020 Delaware Superior Court CCLD Disqualifies Counsel to Ensure Fairness of Litigation Process By Jonathan G. Strauss Albert J. Carroll Sun Life Assurance Company of Canada v. Wilmington Savings Fund Society, FSB, C.A. No. N18C-08-074 PRW CCLD (Del. Super. Dec. 19, 2019)....
22 Jan, 2020 Michael G. Owen Speaks at Delaware Industrial Accident Board Conference By Michael G. Owen Partner Michael Owen participated in a panel discussion on commutations at the Delaware Industrial Accident Board. The conference offered...
17 Jan, 2020 Chancery Modifies Advancement Award, Finds Amended Claim Challenging Only Post-Separation Conduct No Longer Triggered Advancement Obligations By Bryan Townsend K. Tyler O'Connell Carr v. Global Payment Inc., C.A. No. 2018-0565-SG (Del. Ch. Dec. 11, 2019). Under Delaware law, an order requiring a company to advance...
09 Jan, 2020 Chancery Provides Further Clarity Regarding Material Adverse Effect Clauses in Merger Agreements By Albert J. Carroll Albert H. Manwaring IV Channel Medsystems, Inc. v. Boston Scientific Corp., C.A. No. 2018-0673-AGB (Del. Ch. Dec. 18, 2019). Material adverse effect clauses...
09 Jan, 2020 Delaware Superior Court CCLD Clarifies When a Plaintiff is on Inquiry Notice to Bring a Claim for Limitations Period Purposes By Albert H. Manwaring IV Albert J. Carroll Ocimum Biosolutions (India) Ltd. v. AstraZeneca UK Ltd., C.A. No. N15C-08-168 AML CCLD (Del. Super. Dec. 10, 2019). Even in circumstances...
07 Jan, 2020 Chancery Addresses Discovery and Privilege Implications of Oracle Special Litigation Committee’s Decision By K. Tyler O'Connell In re Oracle Corp. Deriv. Litig., C.A. No. 2017-0337-SG (Del. Ch. Dec. 4, 2019). In this decision, the Delaware Court of Chancery...
06 Jan, 2020 Beware of Attempts to Loot § 503 (b) (9) Expenses Through Preference Exposure By Eric J. Monzo ABI Journal Holders of allowed § 503 (b) (9) expenses are generally entitled to payment under a confirmed chapter 11 plan and prior to...