In recent months, the Delaware Court of Chancery has decided four significant cases regarding merger agreement earnout provisions. Most notably, in one of the largest judgments ever awarded by the Court, it found Johnson &...more
10/22/2024
/ Breach of Contract ,
Buyers ,
Commercially Reasonable Efforts ,
Damages ,
Delaware General Corporation Law ,
Earn-Outs ,
Johnson & Johnson ,
Merger Agreements ,
Mergers ,
Securities ,
Shareholders
A board of directors’ vision and leadership becomes particularly vital during times of distress. While day-to-day operations rest with management, both fiduciary duty law and sound corporate governance practices call for the...more
We’re excited to introduce Navigating, a new webcast series created to assist clients and friends of the firm in navigating the new normal – whether that be navigating through pandemic-related issues, new industry dynamics,...more
5/20/2020
/ Acquisitions ,
Breach of Contract ,
Continuing Legal Education ,
Contract Disputes ,
Contract Negotiations ,
Contract Termination ,
Contract Terms ,
Coronavirus/COVID-19 ,
E&P Companies ,
Economic Downturn ,
Energy Contracts ,
Energy Sector ,
Force Majeure Clause ,
Material Adverse Change Clauses (MACs) ,
Mergers ,
Risk Assessment ,
Webinars
In this period of significant market volatility and economic headwinds, risk allocation provisions in M&A agreements are likely to be the subject of heightened focus by parties to deals and, potentially, the courts. One such...more
In this period of significant market volatility and economic headwinds, risk allocation provisions in M&A agreements are likely to be the subject of heightened focus by parties to deals and, potentially, the courts. One such...more