Eric S. Klinger-Wilensky

Partner

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(302) 498-6220 F

Chambers USA sources praise his “deep understanding of the law and practical advice.”

Eric counsels corporations and special committees in the context of potential transactions; aids corporations and investors in structuring capital investments; and advises generally on corporate governance issues. He also provides corporate-related advice in the context of transaction and governance litigation.

Eric has been involved in a number of precedent-setting M&A and other corporate cases decided by the Delaware courts over the past fifteen years, including: Akorn, Inc. v. Fresenius Kabi AG (litigation regarding the existence of a material adverse effect and other contractual provisions dealing with deal conditionality); Third Point LLC v. Ruprecht (addressing use of poison pill in response to activist proxy contest); C&J Energy Services, Inc. v. City of Miami General Employees’ and Sanitation Employees’ Retirement Trust (opinion on directors' so-called “Revlon” duties in a sale of the company); Air Products & Chemicals, Inc. v. Airgas, Inc. (addressing use of poison pill to thwart hostile bid); and eBay Domestic Holdings, Inc. v. Newmark (ordering the invalidation of a poison pill and dilutive issuance of stock).

Eric is actively involved in both the national corporate legal community and the local Delaware legal community. At the national level, he is the chair of the American Bar Association (“ABA”) Section of Business Law Private Equity and Venture Capital Committee, and the co-chair of the ABA Section of Business Law Mergers and Acquisitions Committee Task Force on Two-Step Transactions. He often speaks to state and local bar associations on developments in Delaware law, including the Georgia Bar Association, the Minnesota State Bar Association, the New York City Bar Association Corporation Law Committee and the Boston Bar Association.

Within Delaware, at the request of two successive Chief Justices of the Delaware Supreme Court, Eric served as a member of the Permanent Advisory Committee on Supreme Court Rules and a committee of the Delaware Access to Justice Commission. In addition, he has repeatedly served on drafting committees of the Council of the Corporation Law Section of the Delaware State Bar Association, including serving as a lead drafter of legislation that ultimately became Section 251(h) of the Delaware General Corporation Law, which facilitated and led to an increase in the use of two-step mergers.

Eric is a Lecturer in Law at the University of Pennsylvania Law School, where he teaches classes on M&A contract drafting and venture capital, and serves on the Board of Trustees of the university’s Institute for Law and Economics. He also serves on the academic advisory board for Bloomberg Law’s Corporate Transactions product. He frequently speaks and writes on emerging issues in Delaware corporate law and serves as an editor of the Delaware Corporation Law and Practice annual publication.

Honors

  • Chambers USA, America’s Leading Lawyers for Business, Repeatedly listed among leading Delaware corporate M&A attorneys (2016-2019)
  • The Legal 500 US, Mentioned for his corporate counseling work (2015, 2017, 2019)
  • The Best Lawyers in America, Selected for inclusion for Delaware corporate governance and mergers and acquisitions (2016-2019)
  • Delaware Super Lawyers, Recognized by his peers for mergers and acquisitions (2013-2019)
  • Named Delaware HIV Consortium’s Corporate Awardee at the WOW Awards Celebration recognizing the contributions of community leaders and supporters working to improve the quality of life for people in Delaware living with HIV/AIDS (2019)

Professional Activities

  • American Bar Association (Business Law Section)
    • Private Equity and Venture Capital Committee (chair)
    • Mergers and Acquisitions Committee
    • Two- Step Merger Agreement Task Force (co-chair)
    • Diversity Committee (LGBT Involvement Subcommittee, former vice chair)
  • Bloomberg Law: Corporate Transactions (Advisory Board)
  • Delaware State Bar Association (Corporation Law Section)

Community Activities

  • Delaware HIV Consortium (Board of Trustees)
  • University of Pennsylvania Institute for Law and Economics (Board of Trustees)
  • Gay and Lesbian Lawyers of Philadelphia (former chair)

News

35 Morris Nichols Attorneys Listed in The Best Lawyers in America® 2020

Wilmington, DE (August 15, 2019) – Thirty-five Morris Nichols attorneys from were selected for inclusion in the 2020 edition of The Best Lawyers in America®. The results are based on peer-review evaluations from more than 94,000 eligible attorneys. Seven firm attorneys received “Lawyer of the Year” designations (noted with an asterisk... Continue Reading

The Legal 500 Recognizes Morris Nichols Among Leading U.S. Law Firms for M&A

Wilmington, DE (May 29, 2019) – The Legal 500 United States released its 2019 edition today. Morris, Nichols, Arsht & Tunnell LLP is once again “highly rated” in the nationwide guide to the foremost law firms in the United States. “One of the best firms in Delaware generally,” says one prominent source, “with particular strength in... Continue Reading

15 Morris Nichols Attorneys Selected for Inclusion in 2019 Delaware Super Lawyers

Fifteen Morris Nichols attorneys have been selected for inclusion in 2019 Delaware Super Lawyers.  Derek C. Abbott and William M. Lafferty appear on the “Top 10” list recognizing the Delaware lawyers who received the highest point totals – with Bill designated as the “Number One” attorney on the Top 10. In addition,... Continue Reading

Chambers USA 2019 Ranks Morris Nichols Top Tier for Four Delaware Practices; 26 Attorneys Named Leading Delaware Practitioners

Wilmington, DE (April 25, 2019) – The 2019 edition of Chambers USA: America’s Guide to Leading Lawyers for Business has again ranked Morris, Nichols, Arsht & Tunnell LLP as a leading Delaware law firm in four practice categories. For more than a decade, Morris Nichols has consistently been ranked Band 1 in Chambers’ Delaware tables for... Continue Reading

33 Morris Nichols Attorneys Listed in The Best Lawyers in America® 2019

Wilmington, DE (August 15, 2018) – Thirty-three attorneys from Morris, Nichols, Arsht & Tunnell LLP were selected for inclusion in the 2019 edition of The Best Lawyers in America®.  The results are based on peer-review evaluations from more than 87,000 eligible attorneys. Three firm attorneys earned “Lawyer of the Year” designations... Continue Reading

17 Morris Nichols Attorneys Selected for Inclusion in 2018 Delaware Super Lawyers

Wilmington, DE (May 18, 2018) – Seventeen Morris Nichols attorneys have been selected for inclusion in 2018 Delaware Super Lawyers.  William M. Lafferty was ranked number one on the “Top 10” list for Delaware.  In addition, attorneys Eric S. Klinger-Wilensky, Kimberly Gill McKinnon, D. McKinley (Mac) Measley, Andrew R. Remming, and... Continue Reading

Chambers USA 2018 Recognizes Morris Nichols as Top-Tier Delaware Law Firm

Wilmington, DE (May 3, 2018) – Morris, Nichols, Arsht & Tunnell LLP has been ranked Band 1 in four Delaware practice categories in the 2018 edition of Chambers USA: America’s Leading Lawyers for Business. The firm was ranked in the highest tier for Bankruptcy/Restructuring, Chancery, Corporate M&A & Alternative Entities, and... Continue Reading

Morris Nichols Associates Admitted to Practice in Delaware

Wilmington, DE (December 13, 2017) – Morris, Nichols, Arsht & Tunnell LLP is pleased to announce nine attorneys associated with the firm were admitted to the Delaware bar on Wednesday, December 13, 2017. “We congratulate these new attorneys upon reaching this milestone,” said Morris Nichols hiring partner Eric S. Klinger-Wilensky. “The... Continue Reading

32 Morris Nichols Attorneys Listed in The Best Lawyers in America® 2018

Wilmington, DE (August 15, 2017) – Thirty-two attorneys from Morris, Nichols, Arsht & Tunnell LLP were selected for inclusion in the 2018 edition of The Best Lawyers in America®.  The results are based on peer-review evaluations from more than 83,000 eligible attorneys. Six firm attorneys earned “Lawyer of the Year” designations (noted... Continue Reading

Chambers USA 2017 Ranks Morris Nichols Band 1 in Four Delaware Practice Areas; 23 Morris Nichols Attorneys Recognized Among the Best in Delaware

Wilmington, DE (May 26, 2017) – The 2017 edition of Chambers USA: America’s Leading Lawyers for Business again ranked Morris, Nichols, Arsht & Tunnell LLP as a Band 1 law firm in the Delaware categories for Bankruptcy/Restructuring, Chancery, Corporate M&A & Alternative Entities, and Intellectual Property. Twenty-three... Continue Reading

16 Morris Nichols Attorneys Selected for Inclusion in 2017 Delaware Super Lawyers

Wilmington, DE (May 12, 2017) – Sixteen Morris Nichols attorneys have been selected for inclusion to the 2017 Delaware Super Lawyers list.  William M. Lafferty was named to the “Top 10” list for Delaware.  In addition, attorneys Eric S. Klinger-Wilensky, Kimberly Gill McKinnon, D. McKinley (Mac) Measley, and Curtis S. Miller were... Continue Reading

Eric Klinger-Wilensky Appointed Chair of ABA Private Equity and Venture Capital Committee

Wilmington, DE (September 12, 2016) – Morris, Nichols, Arsht & Tunnell LLP partner Eric S. Klinger-Wilensky has been appointed chair of the American Bar Association’s Private Equity and Venture Capital Committee. As part of the ABA’s Business Law Section, this committee has an international base of more than 2000 members. Eric started... Continue Reading

31 Morris Nichols Attorneys Listed in The Best Lawyers in America® 2017

Wilmington, DE (August 15, 2016) – Thirty attorneys from Morris, Nichols, Arsht & Tunnell LLP were selected for inclusion in the 2017 edition of The Best Lawyers in America®.  The results are based on peer-review evaluations from more than 79,000 eligible attorneys. Six firm attorneys earned “Lawyer of the Year” designations (noted... Continue Reading

The Legal 500 Recognizes Morris Nichols as a Leading M&A Law Firm

Wilmington, DE (June 15, 2016) – Morris, Nichols, Arsht & Tunnell LLP has been ranked as a leading M&A law firm in The Legal 500 United States 2016. Now in its tenth edition, the U.S. guide organizes various practice areas into a single national ranking to highlight firms with a national presence in sophisticated and complex... Continue Reading

Chambers USA 2016 Ranks Morris Nichols Band 1 in Four Delaware Practice Areas; 25 Morris Nichols Attorneys Recognized Among the Best in Delaware

Wilmington, DE (May 27, 2016) – The 2016 edition of Chambers USA: America’s Leading Lawyers for Business again ranked Morris, Nichols, Arsht & Tunnell LLP as a Band 1 law firm in the Delaware categories for Bankruptcy/Restructuring, Chancery, Corporate M&A & Alternative Entities, and Intellectual Property. Twenty-five Morris... Continue Reading

17 Morris Nichols Attorneys Selected for Inclusion in 2016 Delaware Super Lawyers

Wilmington, DE (May 13, 2016) – Seventeen Morris Nichols attorneys have been selected for inclusion to the 2016 Delaware Super Lawyers list.  Jack B. Blumenfeld was named to the “Top 10” list for Delaware.  In addition, attorneys Eric S. Klinger-Wilensky, D. McKinley (Mac) Measley, Curtis S. Miller, and Matthew R. Clark were recognized as... Continue Reading

30 Morris Nichols Attorneys Listed in The Best Lawyers in America® 2016

Wilmington, DE (August 17, 2015) – Thirty attorneys from Morris, Nichols, Arsht & Tunnell LLP were selected for inclusion in the 2016 edition of The Best Lawyers in America®. The results are based on peer-review evaluations from more than 79,000 eligible attorneys. Jack B. Blumenfeld was named the Best Lawyers® 2016 Litigation-Intellectual... Continue Reading

The Legal 500 Ranks Morris Nichols as a Leading M&A Firm in the United States

Wilmington, DE (June 3, 2015) – Morris, Nichols, Arsht & Tunnell LLP has been ranked as a leading M&A law firm in The Legal 500 United States 2015. Now in its ninth edition, the U.S. guide organizes various practice areas into a single national ranking. “Only a small number of firms in the United States have a truly national presence... Continue Reading

Two Morris Nichols Attorneys Announced As Winners of the 6th Annual 40 Under 40 Emerging Leader Awards

Wilmington, DE (May 20, 2015) – The M&A Advisor announced the winners of the 40 Under 40 Emerging Leaders Awards on Monday, May 18, 2015. Morris, Nichols, Arsht & Tunnell LLP partners Eric S. Klinger-Wilensky and Curtis S. Miller were both named winners for the Legal Advisor Category. The M&A Advisor, renowned globally for its... Continue Reading

16 Morris Nichols Attorneys Selected for Inclusion in 2015 Delaware Super Lawyers

Wilmington, DE (May 15, 2015) – Sixteen Morris Nichols attorneys have been selected for inclusion to the 2015 Delaware Super Lawyers.  Jack B. Blumenfeld was named to the “Top 10” list for Delaware.  In addition, attorneys Eric S. Klinger-Wilensky, Curtis S. Miller and Matthew R. Clark were recognized as 2015 Delaware Rising Stars. Morris... Continue Reading

17 Morris Nichols Attorneys Selected For Inclusion in Super Lawyers- Delaware Edition 2014

Wilmington, DE (May 19, 2014) – 17 Morris Nichols attorneys have been selected for inclusion in Super Lawyers - Delaware Edition 2013. Jack Blumenfeld and A. Gilchrist Sparks, III, were named to the Best of the Best Top 10 Delaware Super Lawyers list. In addition, attorneys Eric Klinger-Wilensky and Curtis Miller were recognized as 2014 Delaware... Continue Reading

Morris Nichols Alert Featured in Harvard Law School Forum on Corporate Governance and Financial Regulation

Wilmington, DE (November 21, 2013) – Morris Nichols’ Delaware Alert: Don’t Ask/Don’t Waive Standstills & Attorneys’ Fees in Delaware, was featured in the Harvard Law School Forum on Corporate Governance and Financial Regulation on November 18, 2013.  It is the second Morris Nichols memorandum presented by HLS Forum this month, and... Continue Reading

22 Morris Nichols Attorneys Selected for Inclusion in Super Lawyers - Delaware Edition 2013

Wilmington, DE (May 23, 2013) – 22 Morris Nichols attorneys have been selected for inclusion in Super Lawyers - Delaware Edition 2013.  Rick Alexander and A. Gilchrist Sparks, III, were named to the Best of the Best Top 10 Delaware Super Lawyers list. Super Lawyers is a rating service of outstanding lawyers from more than 70 practice areas who... Continue Reading

Tarik Haskins, Curtis Miller, Eric Wilensky to Become Morris Nichols' Newest Partners

Wilmington, DE (October 20, 2011) – Morris, Nichols, Arsht & Tunnell LLP is pleased to announce that Tarik J. Haskins, Curtis Miller and Eric Wilensky will become partners, effective January 1, 2012.  Rick Alexander, firm Chair, made the announcement of the election.  Tarik Haskins joined Morris Nichols in 2006 and is a member of the... Continue Reading

Tarik Haskins, Curtis Miller, Eric Wilensky to Become Morris Nichols' Newest Partners

Wilmington, DE (October 20, 2011) – Morris, Nichols, Arsht & Tunnell LLP is pleased to announce that Tarik J. Haskins, Curtis Miller and Eric Wilensky will become partners, effective January 1, 2012.  Rick Alexander, firm Chair, made the announcement of the election.  Tarik Haskins joined Morris Nichols in 2006 and is a member of the... Continue Reading

Morris Nichols Trial Team Contributes to eBay's Victory in Shareholder Dispute with craigslist

Wilmington, DE - September 14, 2010 - William Lafferty, Morris Nichols Corporate Litigation Group partner, headed the Morris Nichols trial team that represented eBay Inc. in its successful shareholder dispute against craigslist.  The September 9 opinion in favor of eBay by Chancellor William B. Chandler III of the Delaware Court of Chancery found... Continue Reading

Articles

Events

2019 ABA Business Law Section Spring Meeting

The American Bar Association hosts the Business Law Section spring meeting from March 28-30, 2019 in Vancouver. Several Morris Nichols partners will attend the conference as committee leaders and speakers, sharing insights on M&A, private equity and venture capital, and alternative entities. Morris Nichols partner Eric Klinger-Wilensky chairs... Continue Reading

Strafford Webinar: M&A Engagement Letters: Strategies for Buyers, Sellers, Investment Banks and Their Counsel

Morris Nichols partner Eric Klinger-Wilensky will speak in the live webinar, “M&A Engagement Letters: Strategies for Buyers, Sellers, Investment Banks and Their Counsel” on Thursday, January 10 from 1:00pm-2:30pm EDT. Eric and co-faculty will discuss the principal sections of an engagement letter and examine effective negotiation... Continue Reading

2018 ABA Business Law Section Annual Meeting

Morris Nichols is proud to sponsor the annual meeting of the American Bar Association’s Business Law Section. The three-day conference will take place in Austin, Tex. from September 13-15, 2018. Many MNAT attorneys are active Business Law Section members and will attend the conference as speakers and committee leaders, sharing insights on mergers... Continue Reading

2018 ABA Business Law Section Spring Meeting

The American Bar Association hosts the Business Law Section spring meeting from April 12 to 14, 2018 in Orlando, Fla. Several Morris Nichols partners will attend the conference as committee leaders and speakers, sharing insights on M&A, private equity and venture capital, and alternative entities. Morris Nichols partner Eric Klinger-Wilensky... Continue Reading

Boston Bar Association’s 4th Annual Mergers & Acquisitions Conference

The Boston Bar Association hosts its 4th Annual Mergers & Acquisitions Conference on March 29, 2018. With attorneys from private practice and in-house legal departments, the program will discuss the latest developments in M&A at Boston Marriott Copley Place in Boston, Mass. Panelists will cover strategies for maximizing value of external... Continue Reading

2017 ABA Business Law Section Annual Meeting

The Business Law Section of the American Bar Association hosts its 2017 annual meeting from Sept. 14-16 in Chicago. Morris Nichols is proud to sponsor the three-day conference. Many firm attorneys are active Business Law Section members and will attend the conference as speakers and committee leaders. Two Morris Nichols partners serve as ABA... Continue Reading

University of Pennsylvania Institute for Law & Economics Fall 2016 Corporate Roundtable

12.9.2016 in Philadelphia, PA - Corporate Counseling
Eric S. Klinger-Wilensky

The Institute for Law & Economics hosts the Fall Corporate Roundtable on December 9, 2016 in Philadelphia.  Morris Nichols partner Eric Klinger-Wilensky will join Chancellor Andre G. Bouchard in a panel discussion on 251(h) mergers. ILE is a Joint Research Center of the Law School, the Wharton School, and the Department of Economics at the... Continue Reading

Boston Bar Association’s 3rd Annual Mergers & Acquisitions Conference

The Boston Bar Association hosts its 3rd Annual Mergers & Acquisitions Conference on November 1, 2016 in Boston, Mass. The event brings together attorneys from private practice and in-house legal departments to discuss the latest developments in M&A. Morris Nichols partner Eric Klinger-Wilensky joins Chief Justice Leo E. Strine Jr. as a... Continue Reading

2016 ABA Business Law Section Annual Meeting

The Business Law Section of the American Bar Association hosts the 2016 annual meeting from Sept. 8-10 in Boston. Many Morris Nichols attorneys are active Business Law Section members and will attend the conference as speakers and committee leaders. On the first day of the conference, Eric Klinger-Wilensky and Don Parsons speak in the Private... Continue Reading

2016 ABA Business Law Section Spring Meeting

The Business Law Section of the American Bar Association will host the 2016 Spring Meeting in Montréal from April 7 to 9, 2016. Five Morris Nichols attorneys will participate in speaking roles at the conference, discussing developments in LLCs, M&A, and dispute resolution.  Morris Nichols partner Tarik Haskins serves as a panelist in the... Continue Reading

ABA Webinar: Financial Advisor Engagement Letters: Post-Rural/Metro Thoughts and Observations

Morris Nichols partner Eric S. Klinger-Wilensky and attorney Nathan P. Emeritz will serve as panelists in the webinar “Financial Advisor Engagement Letters: Post-Rural/Metro Thoughts and Observations” hosted by the American Bar Association on April 6, 2016 from 12:00 p.m. to 1:30 p.m. ET. The liability of RBC in last year’s In re Rural/Metro... Continue Reading

2014 in Review: A Recap of the Biggest Corporate Law Decisions from Delaware

Morris Nichols partners Eric S. Klinger-Wilensky and Jeffrey R. Wolters will present the webinar “2014 in Review: A Recap of the Biggest Corporate Law Decisions from Delaware” on Feb. 5, 2015 from 1:00 p.m. to 2:30 p.m. ET.  Hosted by Bloomberg BNA, the webinar will cover significant cases for public company deal practice and... Continue Reading

2014 ABA Business Law Section Annual Meeting

The Business Law Section of the American Bar Association will host an annual meeting in Chicago from Sept. 11 to 13, 2014. Morris Nichols partners will serve as speakers at the conference. On the first day of the conference, partner Eric Klinger-Wilensky will chair the panel “The 2014 Annual Review of Developments in M&A” from 2:30 to 4:30... Continue Reading

Webinar: Appraisal Rights: A Changing World

Morris Nichols partners John DiTomo and Eric Klinger-Wilensky will serve as panelists for a webcast entitled “Appraisal Rights: A Changing World”, on May 13, 2014, from 2:00PM-2:45PM. Eric and John will be joined on the panel by Lisa Stark, a partner at Berger Harris. Learn from leading experts about how appraisal rights work in a changing... Continue Reading

2013 ABA Business Law Section Annual Meeting

Eric Klinger-Wilensky and James Honaker, members of the Morris Nichols Delaware Corporate Law Counseling Group, will moderate and participate on the panel Key Issues In Negotiating Preferred Stock Investments and Exits at the Annual Meeting of the American Bar Association ("ABA") Business Law Section, August 9, 2013, at the Fairmont Hotel, San... Continue Reading

2011 ABA Business Law Section Spring Meeting

A. Gilchrist Sparks III,  Rick Alexander, Lou Hering, Patricia Vella, and Eric Wilensky will serve as panel speakers at the American Bar Association (ABA) Business Law Section Spring Meeting in Boston, April 14-16, 2011. Gil will serve as a Session Co-Chair on the program What’s New in the Revised Corporate Director’s Guidebook.  This panel... Continue Reading