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Forging ahead with “entire fairness,” or playing it safer (procedurally speaking)

Controlling stockholder buyouts of Delaware corporations are generally scrutinized under the lens of “entire fairness” to determine whether the transaction was the product of fair dealing and fair price. Notably, however,...more

Practical Guidance on Merger Conditions from Williams v. Energy Transfer Equity

The Delaware Supreme Court’s recent 4-1 decision in The Williams Cos., Inc. v. Energy Transfer Equity, L.P., et al., which affirmed the Delaware Court of Chancery’s decision to allow a public company merger to be terminated...more

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