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Mergers › Termination Rights

Skadden, Arps, Slate, Meagher & Flom LLP

Anthem/Cigna Litigation Underscores Importance of Antitrust Planning in Transactions

Skadden, Arps, Slate, Meagher & Flom LLP on

On August 31, 2020, the Delaware Chancery Court issued an opinion in litigation between Anthem and Cigna related to the contract in their terminated merger. In its sprawling 306-page opinion, the court detailed a “corporate...more

Jones Day

Delaware Supreme Court Affirms Landmark MAE Ruling

Jones Day on

The Delaware Supreme Court upholds a lower court's decision to allow Fresenius to sever its merger agreement with Akorn. On December 7, 2018, the Delaware Supreme Court unanimously affirmed Vice Chancellor Travis Laster's...more

Morrison & Foerster LLP

Delaware Supreme Court Upholds Lower Court’s Material Adverse Effect Finding

Morrison & Foerster LLP on

As discussed in a prior client alert, on October 1, 2018, the Delaware Court of Chancery upheld a buyer’s termination of a merger agreement and found that the target had suffered a material adverse effect (“MAE”). Following...more

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