[author: John J. Wolfel]
On May 4, 2012, Chancellor Leo E. Strine, Jr. of the Delaware Court of Chancery issued an opinion enjoining Martin Marietta Materials, Inc., for a period of four months, from pursuing a hostile exchange offer to acquire all of the stock of rival Vulcan Materials Company and a related proxy contest to have its own slate of directors elected to Vulcan’s board. See Martin Marietta Materials, Inc. v. Vulcan Materials Co., No. 7102-CS (Del. Ch. May 4, 2012). As discussed in the article, Chancellor Strine found that Martin Marietta breached two agreements when it commenced its hostile bid for Vulcan in December 2011. The Delaware Supreme Court affirmed the appeal of the Chancery Court’s decision after an oral argument on May 31, 2012.