News & Analysis as of

Poison Pill Mergers

Kramer Levin Naftalis & Frankel LLP

Once More Unto the (Material) Breach: Twitter Sues Elon Musk to Enforce Agreement

On July 12, 2022, Twitter, Inc. sued Elon Musk and certain of his special purpose entity affiliates in the Delaware Court of Chancery, seeking specific performance to force Mr. Musk to close on his agreement to purchase...more

White & Case LLP

Notable decisions from Delaware courts

White & Case LLP on

Williams: Court of Chancery Finds Poison Pill Unenforceable - In February, the Delaware Court of Chancery held that a shareholder rights plan (a "poison pill") adopted by The Williams Companies, Inc. at the onset of the...more

Vinson & Elkins LLP

Five Shareholder Activism Trends To Look for In 2021

Vinson & Elkins LLP on

The coronavirus pandemic has upended nearly every corner of the world — and shareholder activism is no exception. As companies struggled to survive in the early weeks of the crisis, activists hit the pause button, fearful...more

Morrison & Foerster LLP

Poison Pill Deep Dive Series: Qualifying Offer

The sixth of a six-part series examining six specific and evolving rights plan provisions. As discussed in greater detail in some of our prior articles, a shareholder rights plan is a protective measure used by a public...more

Morrison & Foerster LLP

Poison Pill Deep Dive Series: Last Look

The fifth of a six-part series examining six specific and evolving rights plan provisions. As discussed in greater detail in some of our prior articles, a shareholder rights plan is a protective measure used by a public...more

Morrison & Foerster LLP

Poison Pill Deep Dive Series: Triggering Percentage

The fourth of a six-part series examining six specific and evolving rights plan provisions. As discussed in greater detail in some of our prior articles, a shareholder rights plan is a protective measure used by a public...more

Morrison & Foerster LLP

Poison Pill Deep Dive Series: Acting In Concert

The third of a six-part series examining six specific and evolving rights plan provisions. As discussed in greater detail in some of our prior articles,[1] a shareholder rights plan is a protective measure used by a public...more

Morrison & Foerster LLP

Poison Pill Deep Dive Series: Grandfathering Existing Stockholders

The second of a six-part series examining six specific and evolving rights plan provisions. As discussed in greater detail in some of our prior articles, a shareholder rights plan is a defensive measure used by a public...more

Morrison & Foerster LLP

Poison Pill Deep Dive Series: The Inadvertent Triggering Exception

The first of a six-part series examining six specific and evolving rights plan provisions. An increasing number of companies are choosing to adopt shareholder rights plans (otherwise known as “poison pills”) in response to...more

WilmerHale

COVID-19: M&A Considerations During the COVID-19 Pandemic

WilmerHale on

The outbreak of COVID-19 and the efforts around the globe to contain its spread have resulted in dramatic business disruptions and economic turmoil, raising many new considerations for parties participating in proposed or...more

Skadden, Arps, Slate, Meagher & Flom LLP

"European M&A: Multifunctional Stichtings"

The use of “stichtings,” or Dutch foundations, in the M&A context became more widely known outside of Europe in 2015 in connection with Mylan N.V.'s use of a Dutch poison pill defense against Teva's unsolicited offer. The...more

Adler Pollock & Sheehan P.C.

Mergers & Acquisitions Glossary

This Glossary contains many of the important terms and definitions used in the M&A world. The Glossary is not exhaustive, however. Like most areas of the law, M&A is a highly complex subject that involves several legal and...more

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