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Acquisition Agreements › Financial Adviser

Vinson & Elkins LLP

Delaware Court of Chancery Holds That Common Practice of Boards Approving Draft Merger Agreements “Needs to Check Itself”

Vinson & Elkins LLP on

A Delaware Court of Chancery opinion issued last week calls into question the common practice of corporate boards approving draft merger agreements. In AP-Fonden v. Activision Blizzard, Inc.,1 Chancellor McCormick declined to...more

Cadwalader, Wickersham & Taft LLP

Chancery Court Provides Lessons on Conflicts of Interest in a Sales Process – Holds Only Financial Advisor Open to Liability

Cadwalader, Wickersham & Taft LLP on

In an October 1st decision (In re Zale Corporation), the Delaware Chancery Court dismissed claims that Zale Corporation’s directors breached their fiduciary duties in connection with Zale’s agreement to merge with Signet. ...more

Skadden, Arps, Slate, Meagher & Flom LLP

"Managing Related-Party Transactions With Yieldco and MLP Vehicles After El Paso Pipeline"

Skadden, Arps, Slate, Meagher & Flom LLP on

Sponsors generally form a yieldco or a master limited partnership (MLP) because the structure of these permanent capital vehicles allows for the issuance of equity to investors at a lower cost of capital, providing a...more

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