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Contract Termination Buyers Coronavirus/COVID-19

Faegre Drinker Biddle & Reath LLP

Delaware Supreme Court Finds COVID-19 Business Adjustments Entitle Company’s Buyer to Terminate Contract

One consequence of the COVID-19 pandemic is that many businesses were forced to adjust their operations in an effort to slow the spread of the virus. In many ways such adjustments are a routine business response to external...more

A&O Shearman

Delaware Supreme Court Affirms Excused Performance For Breach Of “Ordinary Course” Covenant During Pandemic

A&O Shearman on

On December 8, 2021, the Supreme Court of Delaware sitting en banc affirmed a Court of Chancery ruling that excused the buyer of a group of high-end hotel properties (the “Buyer”) from closing on the acquisition from AB...more

Pillsbury Winthrop Shaw Pittman LLP

Snow Phipps: No MAE or Ordinary Course Breach Related to COVID-19

Delaware Chancery Court awards specific performance after finding that buyer failed to demonstrate a material adverse effect or ordinary course breach by target and that buyer failed to use reasonable best efforts to obtain...more

Latham & Watkins LLP

Delaware Court Nixes Deal Due to Seller’s Failure to Operate in “Ordinary Course” During COVID-19

Latham & Watkins LLP on

The decision leaves the door open for buyers to argue that inflexible ordinary course covenants can provide a basis to terminate a transaction in which a seller does not suffer an MAE. Key Points: ..The Delaware Court...more

White & Case LLP

Most pending US M&A deals are proceeding as agreed, despite COVID-19

White & Case LLP on

We highlight the responses companies are taking in light of the current environment and the arguments some buyers are making to terminate transactions. The COVID-19 pandemic has caused a steep decline in US M&A activity in...more

Akin Gump Strauss Hauer & Feld LLP

The Coronavirus and M&A Transactions: MAE Clauses

In late 2019, COVID-19 (more commonly known as the coronavirus) began to spread throughout mainland China, and has since spread around the world, affecting numerous lives and businesses. As a result, companies spanning a wide...more

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