Bandera Master Fund LP v. Boardwalk Pipeline Partners, LP, C.A. No. 2018-0372-JTL (Sept. 9, 2024) -
Previously in this case, the Court of Chancery held that a general partner breached a partnership agreement by exercising...more
Seva Holdings Inc. v. Octo Platform Equity Holdings, LLC, C.A. No. 2022-0437-PWR (Del. Ch. Aug. 29, 2024) -
In deciding limited cross motions for summary judgment, the Court of Chancery held that the absolute litigation...more
Medal v. Beckett Collectibles, LLC, C.A. No. 2023-0984-VLM (Del. Ch. Aug. 22, 2024).
In denying a motion to dismiss, the Court of Chancery held that the plaintiff pled reasonably conceivable claims for breach of...more
L-5 Healthcare Partners, LLC v. Alphatec Holdings, Inc., C.A. No. 2019-0412-NAC (Del. Ch. Aug. 21, 2024) -
In this post-trial decision, the Court found specific performance was the appropriate remedy for a breach of a...more
Pinnacle IV, L.P. v. Cyberlabs AI Holdings Ltd., C.A. No. N23C-04-021 MAA CCLD (Del. Super. July 11, 2024) -
Who can be held liable for a fraudulent statement is often a key issue in fraud claims. In this decision from...more
Pope v. Hycroft Mining Holding Corp., C.A. No. 2022-0957-LWW (Del. Ch. July 9, 2024) -
In this decision, the Court of Chancery found the plaintiffs could not press class claims if they also pursue related individual...more
McMillan v. Nelson, C.A. 2024-0016-KSJM (Del. Ch. July 5, 2024) -
In a dispute over the management of Prince Legacy, LLC, an entity formed to manage assets from the estate of the late musician Prince, the Court of...more
Centrella v. Avantor, Inc., C.A. No. 2022-0876-NAC (Del. Ch. July 1, 2024) -
It is common for Delaware corporations to provide advancement rights to their officers and directors. In this post-trial decision from the Court...more
Trifecta Multimedia Holdings Inc. v. WCG Clinical Services, C.A. No. 2023-0699-JTL (Del. Ch. June 10, 2024) -
Sophisticated parties frequently include “anti-reliance” clauses in their transaction agreements, whereby one...more
Biomerieux, Inc. v. Rhodes, C.A. No. N23C-10-067 (Del. Super. May 9, 2024).
The default rule in Delaware is that the attorney-client privilege transfers from the target corporation to the surviving corporation in a...more
In re Windmil Therapeutics Inc., C.A. No. 2023-1294-PAF (Del. Ch. Mar. 13, 2024) -
This case dealt with the voluntary assignment for the benefit of creditors under 10 Del. C. § 7381, et seq....more
Urvan v. AMMO, Inc., Consol. C.A. No. 2023-0470 PRW (Del. Ch. Feb. 27, 2024, corrected Mar. 14, 2024) -
It is an axiom of Delaware law that a corporation acts through its human agents. This principle informs the causes of...more
6/21/2024
/ Aiding and Abetting ,
Board of Directors ,
Breach of Contract ,
Breach of Duty ,
Fiduciary Duty ,
Fraud ,
Merger Agreements ,
Mergers ,
Motion to Dismiss ,
Shareholder Litigation ,
Shareholders
Malkani v. Cunningham, C.A. 2020-1004-SG (Del. Ch. Feb. 28, 2024) -
In this decision involving a contractual fee-shifting provision, both parties argued that they were entitled to fee-shifting as the prevailing parties....more
Chordia v. Lee, C.A. No. 2023-0382-NAC (Del. Ch. Jan. 4, 2024) -
In this case, as part of a sale of a majority interest, a stockholder agreement granted the founders the ability to designate members to the board of...more
Buttonwood Tree Value Partners, L.P. v. R.L. Polk & Co. Inc., C.A. No. 9250-VCG (Del. Ch. Dec. 29, 2023) -
To state a claim for unjust enrichment, a plaintiff must adequately plead: (1) an enrichment; (2) an...more
AECOM, et al. v. SCCI Nat’l Hldgs., Inc., C.A. No. 2022-0727-MTZ (Del. Ch. Sept. 27, 2023) -
Although the Court of Chancery frequently resolves contractual disputes, it grants contractual reformation only when...more
Gener8 LLC v. Castanon, 2022-0246-LWW (Del. Ch. Sept. 29, 2023) -
This dispute concerned a non-compete agreement that the plaintiffs alleged the defendant breached by establishing a competing business. The defendant denied...more
Restanca, LLC v. House of Lithium, Ltd., C.A. No. 2022-0690-PAF (Del. Ch. Jun. 30, 2023) -
The parties seeking specific performance of an agreement must establish a clear right to performance, including that all conditions...more
LCT Capital, LLC v. NGL Energy Partners LP, C.A. No. N15C-08-109 JJC CCLD (Del. Super. Ct. June 20, 2023) -
Under Superior Court Rule 54, costs are allowed as a matter of course to the prevailing party. In this post-trial...more
LPPAS Representative, LLC v. ATH Holding Co. LLC, C.A. 2020-0241-KSJM / Shareholder Representative Services LLC v. ATH Holding Co. LLC, C.A. No. 2020-0443-KSJM (Del. Ch. May 2, 2023) -
Delaware law recognizes parties’...more
HControl Holdings LLC vs. Antin Infrastructure Partners S.A.S., C.A. 2023-0283-KSJM (Del. Ch. May 29, 2023) -
In Delaware, buyers bear the burden of proving by a preponderance of the evidence their claims for breach of a...more
Ainslie v. Cantor Fitzgerald LP, C.A. No. 9436-VCZ (Del. Ch. Apr. 5, 2023) -
Delaware law provides for the interest to be awarded under 6 Del. C. § 2301 in actions seeking compensatory damages, and the rate is fixed by the...more
Weinberg v. Waystar, Inc., No. 274, 2022 (Del. March 16, 2023) -
The appellant was a former chief marketing officer of the appellee, a Delaware corporation. Soon after her termination, the appellant timely exercised her...more
Fairstead Cap. Mgmt. LLC v. Blodgett, C.A. No. 2022-0673-JTL (Del. Ch. Jan. 6, 2023) -
This case highlights the difficulties that can arise when relationships are governed by contracts with competing forum selection and...more
Am. Healthcare Admin. Services Inc. v. Aizen, C.A. No. 2019-0793-JTL (Del. Ch. Nov. 18, 2022) -
Parties to acquisition agreements often have discretion concerning when to instruct an escrow agent to distribute funds...more