28 Feb, 2020 Court of Chancery Finds the Delaware Uniform Fraudulent Transfer Act Grants Standing for Insureds with Contingent, Unmatured Claims to Sue Insurers By Lewis H. Lazarus K. Tyler O'Connell Burkhart v. Genworth Fin. Inc., C.A. No. 2018-0691-JRS (Del. Ch. Jan. 31, 2020). This case illustrates not only that plaintiffs who have...
27 Feb, 2020 Appraisal of Panera Bread: Court of Chancery Again Defers to Deal Price, Denies Request for a Refund of the Amount of Synergies By Morris James LLP In re Appraisal of Panera Bread Co., C.A. No. 2017-0593-MTZ (Del. Ch. Jan. 31, 2020). JAB Holdings B.V. (“JAB”), a private company that...
27 Feb, 2020 Chancery Follows Recent Precedent Finding Pre-Suit Correspondence to be a Litigation Demand By Jonathan G. Strauss K. Tyler O'Connell Dahle v. Pope, C.A. No. 2019-0136-SG (Del. Ch. Jan. 31, 2020). Incorporating the analysis set forth in Solak ex rel Ultragenyx...
27 Feb, 2020 Co-Founder Squeezed Out in Conversion from LLC to Corporation Pled Claims for Fraud, Breach of Fiduciary Duties, Aiding & Abetting, & Civil Conspiracy By Albert H. Manwaring IV Bryan Townsend K. Tyler O'Connell Ogus v. SportTechie, Inc., C.A. No. 2018-0869-AGB (Del. Ch. Jan. 31, 2020). Simon Ogus was a co-founder of a sports-technology news...
27 Feb, 2020 Chancery Rejects Challenge to Financing Made Open to All Investors so any Claims Must Assert Bad Faith By K. Tyler O'Connell MKE Holdings Ltd. v. Schwartz, C.A. No. 2018-0729-SG (Del. Ch. Jan. 29, 2020). Verdesian Life Sciences, LLC is an agricultural company...
26 Feb, 2020 Chancery Finds Liquidated Damages Clause for Breach of Non-Compete Unenforceable By P. Clarkson Collins Jr. K. Tyler O'Connell Kirsten A. Zeberkiewicz Lyons Ins. Agency, Inc. v. Wark, C.A. No. 2017-0348-SG (Del. Ch. Jan. 28, 2020). In this decision on cross-motions for summary judgment,...
25 Feb, 2020 Court of Chancery Grants Motion to Dismiss Disclosure Claims Because Hedge Fund had Sufficient Information to Consider Corporation’s Self-Tender Offer By K. Tyler O'Connell Chatham Asset Mgmt., LLC v. Papanier, C.A. No. 2017-0088-AGB (Del. Ch. Jan. 13, 2020). The directors of a Delaware corporation that makes...
20 Feb, 2020 Morris James Defends the Highest Volume of Patent Accusations in 2019 By Kenneth L. Dorsney The Morris James Intellectual Property (IP) practice was ranked number 1 nationally in the Docket Navigator's Year in Review 2019 report....
20 Feb, 2020 Lewis H. Lazarus Discusses McKesson Corporation Derivative Settlement of Opioid Litigation By Lewis H. Lazarus Lewis H. Lazarus, a partner in the Morris James LLP Corporate and Commercial Litigation Group, discusses with Agenda a recent settlement...
20 Feb, 2020 Podcast: Bringing on a Legal Sales Professional at a Small Firm By Keith E. Donovan Keith Donovan is the Managing Partner and Chair of the Executive Committee at Morris James. As Managing Partner, he develops sound...
19 Feb, 2020 Court of Chancery Finds Possibility of Actual Control and the Doctrine of Inherent Coercion Preclude Summary Judgment Based on Disinterest By Lewis H. Lazarus Delaware Business Court Insider The standard of review and who has the burden of proof are important issues in any trial of stockholder...
19 Feb, 2020 Court of Chancery Finds Possibility of Actual Control and the Doctrine of Inherent Coercion Preclude Summary Judgment By Lewis H. Lazarus The standard of review and who has the burden of proof are important issues in any trial of stockholder litigation. One instance where...
18 Feb, 2020 Chancery Denies Attempt to Use Mediation Communications to Supplement Mediation Term Sheet By R. Eric Hacker Albert J. Carroll Starkman v. O’Rourke, C.A. 2018-0901-KSJM (Del. Ch. Jan. 14, 2019) (ORDER). Parties who resolve a case through a mediation conducted...
18 Feb, 2020 Delaware Supreme Court Explains That Litigants Seeking Application of Foreign Law Have Burden To Establish its Substance By Albert H. Manwaring IV Bryan Townsend Albert J. Carroll Germaninvestments AG v. Allomet Corp., No. 291, 2019 (Del. Jan. 27, 2020). In reversing the Court of Chancery’s decision that Austrian...
18 Feb, 2020 Will I have to appear in court if I file a personal injury lawsuit? By Susan D. Ament Clayton E. Bunting Keith E. Donovan Matthew R. Fogg Wilson A. Gualpa Kevin G. Healy Ross C. Karsnitz Michael G. Owen +5 more... Show less It's not uncommon for prospective clients to ask if filing a personal injury lawsuit means that they'll have to appear in court. It's...
17 Feb, 2020 Delaware Superior Court Distinguishes Between Affirmative and Negative Covenants in Earnout Dispute By Albert H. Manwaring IV Bryan Townsend Albert J. Carroll Quarum v. Mitchell Int’l, Inc., C.A. No. N19C-03-087 AML CCLD (Del. Super. Jan. 21, 2020). Under Delaware law, parties may structure...