News & Analysis as of

Trulia

A&O Shearman

Delaware Court Of Chancery Clarifies Standard Applicable To Mootness Fee Awards For Supplemental Disclosures

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On July 6, 2023, Chancellor Kathaleen St. J. McCormick of the Delaware Court of Chancery issued a written opinion explaining a prior bench ruling on a mootness fee awarded to plaintiff’s counsel in connection with a putative...more

Seyfarth Shaw LLP

Judge Posner Called It a “Racket”: A Federal Judge Pushes Back Against a Very Similar “Mootness Fee” Petition in Federal Merger...

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In a recent decision from the United States District Court for the Southern District of New York, a federal Judge pushed back against the common but abusive practice of “mootness fee” payoffs in public M&A deals. In the...more

Dechert LLP

Some COVID-Accelerated Changes in the Residential Home Buying and Financing Space Are Here to Stay

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Fintech has been changing the process of buying a residential home for years, but the pandemic has boosted the speed of change into hyperdrive. While some of these innovations may not be required after shutdowns are eased and...more

Allen Matkins

Court of Appeal Has "No Comment" On Trulia

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In 2016, the Delaware Court of Chancery famously put the brakes on disclosure only settlements, warning "to the extent that litigants continue to pursue disclosure settlements, they can expect that the Court will be...more

Seyfarth Shaw LLP

District Court Judge Rejects M&A Mootness Fee Settlement As A “Racket” That “Must End”

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Seyfarth Synopsis: Following Delaware’s lead in Trulia, an Illinois District Court judge refused to approve a mootness fee settlement as “worthless to the shareholders.” The judge noted that such settlements amounted to a...more

Cadwalader, Wickersham & Taft LLP

Corporate Governance Litigation & Regulation: A Periodic Review and Predictions for the Remainder of 2019

Since the start of 2018, state and, to a lesser extent, federal courts around the country, as well as state legislatures and Congress, have issued decisions or considered legislation having a substantial impact on corporate...more

A&O Shearman

Supreme Court Will Hear Case Raising Whether A Private Action May Be Brought For Alleged Misrepresentations In Connection With A...

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On January 4, 2019, the United States Supreme Court granted a petition for writ of certiorari concerning whether Section 14(e) of the Securities Exchange Act of 1934 includes an implied private right of action for negligent...more

WilmerHale

Courts Fight Back Against Rising Tide of Federal Disclosure Suits

WilmerHale on

In the past few years, there has been a dramatic rise in the number of M&A disclosure lawsuits filed in federal court. Recently, courts have begun to fight back against this nuisance litigation using different approaches. ...more

Miles & Stockbridge P.C.

Mootness Fees in Maryland Stockholder Litigation

The Delaware Court of Chancery fundamentally altered the M&A litigation landscape when it expressed its skepticism of disclosure-only settlements in the case of In re Trulia, Inc. Stockholder Litigation, 129 A.3d 884 (Del....more

Skadden, Arps, Slate, Meagher & Flom LLP

M&A Litigation Developments: Where Do We Go From Here?

Over the last few years, three notable Delaware cases — C&J Energy, Corwin and Trulia — have paved the way for a dramatic shift in the deal litigation landscape. In C&J Energy Services, Inc. v. City of Miami General...more

Skadden, Arps, Slate, Meagher & Flom LLP

Securities Class Action Filings Reach Record High

As expected, securities class action filings reached a high-water mark in 2017. In fact, last year’s total of 400-plus filings was the second-highest on record, topped only by 2001, when the number was skewed by more than 300...more

Skadden, Arps, Slate, Meagher & Flom LLP

Key Developments in Delaware Corporation Law in 2017

Developments in appraisal law, the application of Corwin v. KKR Financial Holdings LLC in post-closing damages actions and the potential expansion of Kahn v. M&F Worldwide Corporation (MFW) — a case examining the standard of...more

Smith Anderson

“Disclosure Settlements” Live On In North Carolina Merger Litigation – But Will the Fee Awards Continue to Justify Lawsuits?

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The North Carolina Business Court recently approved a “disclosure settlement” of a merger challenge, suggesting that in North Carolina such settlements may remain a viable means of resolving merger lawsuits – at least where...more

Skadden, Arps, Slate, Meagher & Flom LLP

Continuing Trends in M&A Disclosure Litigation

Over the past two years, the deal litigation landscape has changed dramatically. In early 2016, the Delaware Court of Chancery announced a new rule for evaluating disclosure-based settlements in deal litigation — the “plainly...more

Pillsbury Winthrop Shaw Pittman LLP

Delaware’s Restrictive Trulia Standard Gains Traction in California

Silicon Valley court signals increased scrutiny of disclosure-only settlements of merger objection litigation. Delaware Courts have become reluctant to approve settlements of merger objection lawsuits based on...more

A&O Shearman

Delaware Court Of Chancery Recommends Limiting The Preclusive Effect Of Prior Decisions On Demand Futility In Derivative Lawsuits ...

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On July 25, 2017, Chancellor Andre G. Bouchard of the Delaware Court of Chancery issued a supplemental opinion, responding to a remand order from the Delaware Supreme Court, in which Chancellor Bouchard recommended that the...more

Allen Matkins

California Judge Honors Delaware Forum Selection Bylaw

Allen Matkins on

In May, I wrote about Judge Peter H. Kirwan’s ruling in Drulias v. 1st Century Bancshares, Inc., (Cal. Super. Ct. Case No. 16-CV-294673, Nov. 18, 2016). As readers may recall, Judge Kirwan declined to approve a disclosure...more

Allen Matkins

California Judge Troubled By Trulia Refuses To Approve Settlement

Allen Matkins on

Kevin LaCroix recently tackled the question Is Deal Litigation in Delaware Done? According to Kevin, “deal litigation has been shifting from Delaware Chancery Court to courts in other states and to federal courts”. He...more

Skadden, Arps, Slate, Meagher & Flom LLP

"Q&A With Delaware Litigation Partner Ed Micheletti"

What is the most significant recent development in Delaware, from a litigation standpoint? The most significant recent development impacting deal litigation in Delaware is the continuing evolution of the Corwin doctrine,...more

Wilson Sonsini Goodrich & Rosati

2016 Securities and M&A Litigation Year in Review

Wilson Sonsini Goodrich & Rosati is pleased to present its 2016 Securities and M&A Litigation Year in Review. This report covers some of the major developments in securities and M&A litigation over the past year. ...more

Moore & Van Allen PLLC

NC Bar on Notice: Business Court May Increase Scrutiny for Approval of Disclosure-Only Class Action Settlements & Attorneys’ Fees

Rolling into the new year, North Carolina attorneys are on notice that the ability to gain approval of class action settlements and related attorneys’ fees may become more difficult in some cases. In recent years, we have...more

Skadden, Arps, Slate, Meagher & Flom LLP

"Key Developments in Delaware Corporation Law in 2016"

Significant changes in Delaware merger litigation and settlement practice in 2016, as well as noteworthy case law developments and trends, will continue to affect merger parties and litigants in 2017 and beyond....more

Cadwalader, Wickersham & Taft LLP

2016 Year In Review: Corporate Governance Litigation And Regulation

2016 saw many notable developments in corporate governance litigation and related regulatory developments. In this article, we discuss significant judicial and regulatory developments in the following areas: Mergers...more

Smith Anderson

The Death of Merger Litigation Part II – The North Carolina Business Court Puts a Nail in the Coffin

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In a recent article entitled “The Death of Merger Litigation?”, we wrote about the Delaware Court of Chancery’s increasing refusal to approve disclosure-only settlements in shareholder lawsuits challenging public company...more

Skadden, Arps, Slate, Meagher & Flom LLP

"Forward Momentum: Trulia Continues to Impact Resolution of Deal Litigation in Delaware and Beyond"

Throughout the second half of 2015, the Delaware Court of Chancery began questioning its long-standing practice of approving deal litigation settlements involving broad releases for defendants in exchange for disclosure (or...more

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