Wilmington, DE (October 22, 2018) – Patricia O. Vella has been chosen as a member of the 2018 Class of Fellows of the American College of Governance Counsel (“ACGC”). Patricia is a partner at Morris, Nichols, Arsht & Tunnell LLP, where she regularly provides advice on corporate governance matters and a variety of corporate transactions... Continue Reading

Wilmington, DE (September 17, 2018) – The 2018 edition of IFLR United States – The Guide to the World’s Leading Financial Firms has been released.  Morris, Nichols, Arsht & Tunnell LLP appears at the top of the two Delaware tables ranking the leading M&A law firms and the leading restructuring and insolvency law firms. “Considered... Continue Reading

Wilmington, DE (September 4, 2018) – Law360 released its list of 2018 Regional Powerhouses, recognizing Morris, Nichols, Arsht & Tunnell LLP among the top Delaware law firms. “With roots dating back to the Great Depression,” Morris Nichols “earned its place in the high-stakes and demanding legal climate of Delaware by taking on major... Continue Reading

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

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

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

Wilmington, DE (January 16, 2018) – Morris, Nichols, Arsht & Tunnell LLP is pleased to announce that Andrew M. Johnston has been elected chair of the firm’s Executive Committee.  Andy is a partner in the firm’s Delaware Corporate Counseling Group and has been recognized as a leading Delaware corporate law and mergers and acquisitions... Continue Reading

Wilmington, DE (December 26, 2017) – Morris, Nichols, Arsht & Tunnell LLP is pleased to announce that Kate Betterly, Brian Egan, Michael Flynn and Dan Matthews will become partners, effective January 1, 2018.  “We are thrilled that these outstanding attorneys will be partners at Morris Nichols, and we congratulate them on reaching this... Continue Reading

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

Wilmington, DE (November 1, 2017) – Morris, Nichols, Arsht & Tunnell LLP has been recognized in twenty practice areas in the 2018 edition of U.S. News - Best Lawyers "Best Law Firms." In the 2018 rankings, the firm was once again selected for inclusion in the national category for “Litigation – Mergers & Acquisitions” as well as a... Continue Reading

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

Wilmington, DE (May 31, 2017) – The Legal 500 United States 2017 results have been released and once again “top-notch firm” Morris, Nichols, Arsht & Tunnell LLP ranks among leading U.S. law firms in two M&A categories. The Legal 500 US ranking tables organize various practice areas into a single national ranking, spotlighting law... Continue Reading

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

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

Wilmington, DE (December 14, 2016) – Morris, Nichols, Arsht & Tunnell LLP is pleased to announce nine attorneys were sworn-in to the Delaware bar on Wednesday, December 14, 2016. “We are pleased to congratulate these talented individuals and welcome them to the Morris Nichols team,” said hiring partner Eric S. Klinger-Wilensky. “The... Continue Reading

Wilmington, DE (November 1, 2016) – U.S. News – Best Lawyers® has once again ranked Morris, Nichols, Arsht & Tunnell LLP in its annual guide of the “Best Law Firms.” In the 2017 edition, the firm was selected for inclusion in the national category for “Litigation - Mergers & Acquisitions” as well as a diverse array of Delaware... Continue Reading

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

Wilmington, DE (August 18, 2016) – Morris, Nichols, Arsht & Tunnell LLP, a leader in Delaware law, launched a series of Delaware legal practice ePublications.  Available for download on MNAT.com, the ePubs afford the reader convenient access via mobile device or desktop. “This is another example of how we are providing our clients and... Continue Reading

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

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

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

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

This month’s Corporate Control Alert features an in-depth Q&A interview with former Vice Chancellor and Morris Nichols senior counsel Donald F. Parsons, Jr.  Reflecting on his 12 years on the Chancery bench, Don discusses the Court’s evolving approach to M&A-related fiduciary duty litigation and several important cases from his tenure,... Continue Reading

Wilmington, DE (May 3, 2016) – Six partners from Morris, Nichols, Arsht & Tunnell LLP have been included in Best Lawyers Business Edition’s list of 2016 Women in the Law. Featuring peer-nominated attorneys in 140 practice areas, the list is part of the inaugural Best Lawyers Business Edition publication, produced in collaboration with the... Continue Reading

Wilmington, DE (April 29, 2016) – Morris, Nichols, Arsht & Tunnell LLP has been selected as one of the top twenty corporate law firms in the 2016 edition of The Who’s Who Legal 100.  Featuring law firms renowned for the experience of their attorneys across a board range of corporate transactions, including mergers and acquisitions and... Continue Reading

Wilmington, DE (March 2, 2016) – Morris, Nichols, Arsht & Tunnell LLP is pleased to announce three attorneys were sworn-in to the Delaware bar on Wednesday, March 2, 2016. “We are delighted to welcome these talented Morris Nichols attorneys to the Delaware bar,” said hiring partner Megan Ward Cascio. Morris Nichols Attorneys Sworn-In... Continue Reading

Wilmington, DE (February 17, 2016) – Morris, Nichols, Arsht & Tunnell LLP is pleased to announce that former Vice Chancellor Donald F. Parsons, Jr. will be joining the firm as Senior Counsel in March 2016. Vice Chancellor Parsons retired from the Delaware Court of Chancery in October 2015. During his tenure on the bench, Vice Chancellor... Continue Reading

Wilmington, DE (February 8, 2016) – Nine Morris, Nichols, Arsht & Tunnell LLP partners will be listed in Who’s Who Legal: M&A and Governance 2016. Jon Abramczyk, Frederick Alexander, Melissa DiVincenzo, Andrew Johnston, William Lafferty, Kenneth Nachbar, Gil Sparks, Patricia Vella, and Jeffrey Wolters have all been identified as leaders... Continue Reading

Wilmington, DE (December 14, 2015) – Morris, Nichols, Arsht & Tunnell LLP is pleased to announce that the firm’s starting salary for first-year Associates will increase from $145,000 to $160,000, effective January 1, 2016.  “We are proud to be a consistent market leader here in Delaware,” said hiring partner Megan... Continue Reading

Wilmington, DE (December 9, 2015) – Morris, Nichols, Arsht & Tunnell LLP is pleased to announce six attorneys were sworn-in to the Delaware bar on Wednesday, December 9, 2015.   “We are proud to congratulate this talented group of new attorneys,” said hiring partner Megan Ward Cascio.  “Their impressive academic performance and... Continue Reading

Wilmington, DE (November 2, 2015) – U.S. News – Best Lawyers® has once again ranked Morris, Nichols, Arsht & Tunnell LLP in its annual guide of the “Best Law Firms.” In the 2016 edition, the firm was selected for inclusion in a diverse array of bankruptcy, corporate, intellectual property, and trust law practice areas in Delaware. The... Continue Reading

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

Wilmington, DE (August 11, 2015) – Delaware Business Times has selected Morris, Nichols, Arsht & Tunnell LLP partner Eric Klinger-Wilensky as one of the “40 Under 40” achievers and innovators in Delaware. The second annual DBT40 highlights the accomplishments of 40 young professionals who are contributing to Delaware. Eric is a partner... Continue Reading

Wilmington, DE (July 15, 2015) – Morris, Nichols, Arsht & Tunnell LLP partner Eric S. Klinger-Wilensky has been selected as a member of the American Bar Association (ABA) Business Law Section Envoy Program. Each year, the Business Law Section appoints up to the five outstanding young lesbian, gay, bisexual or transgender (LGBT) attorneys... Continue Reading

Morris Nichols partner Eric Klinger-Wilensky spoke with The Deal regarding an article he authored with firm attorney Nathan Emeritz. Slated to appear in The Business Lawyer’s Winter 2015-16 issue, their piece entitled “Financial Advisor Engagement Letters: Post-Rural/Metro Thoughts and Observations,” advocates that companies and... Continue Reading

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... Continue Reading

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

Wilmington, DE (May 19, 2015) – The 2015 edition of Chambers USA: America’s Leading Lawyers for Business 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 Morris Nichols... Continue Reading

Wilmington, DE (May 15, 2015) – Seven Morris, Nichols, Arsht & Tunnell LLP partners have been recognized in Who’s Who Legal: M&A and Governance 2015. Through client and peer research, the independent guide evaluates hundreds of attorneys worldwide to identify leaders in the field.  The publication highlights the “considerable... Continue Reading

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

Wilmington, DE (April 21, 2015) – Today, leading corporate governance lawyers from the United States and Canada founded the American College of Governance Counsel, with two Morris Nichols attorneys elected as fellows. Frederick H. Alexander joins the inaugural class of 36 fellows and A. Gilchrist Sparks III joins the class of nine... Continue Reading

Wilmington, DE (November 3, 2014) – In the 2015 edition of the U.S. News – Best Lawyers® rankings of the “Best Law Firms”, Morris, Nichols, Arsht & Tunnell LLP was selected for inclusion in a diverse array of bankruptcy, corporate, intellectual property, and trust law practice areas in Delaware.  The 16 practice... Continue Reading

Wilmington, DE (August 18, 2014) – Twenty-eight attorneys from Morris, Nichols, Arsht & Tunnell were selected for inclusion in the 2015 edition of The Best Lawyers in America®. The results are based on peer-review evaluations from more than 50,000 attorneys. Two partners received special recognition as 2015 Delaware Lawyer of the Year: Jack... Continue Reading

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

Wilmington, DE (May 23, 2014) – The 2014 edition of Chambers USA: America’s Leading Lawyers for Business today ranked twenty-one Morris Nichols’ attorneys and four practice groups as best in Delaware.  Chambers annually conducts in-depth interviews of commercial users of legal services to assess the strengths and reputations of US... Continue Reading

Wilmington, DE (April 16, 2014) – Four Morris, Nichols, Arsht & Tunnell lawyers, have been named in The Who’s Who Legal: Mergers & Acquisitions 2014. Frederick H. Alexander, Andrew M. Johnston, A. Gilchrist Sparks and Patricia O. Vella were named among the world’s leading mergers and acquisitions attorneys by Who’s... Continue Reading

Wilmington, DE (March, 2014) – The Firm congratulates its 21 attorneys who will be included in the 2014 Chambers USA “Leaders in their Field” legal directory by Chambers & Partners. Several practices and lawyers are recognized in more than one area. Delaware A Gilchrist Sparks III, Chancery & Corporate /M&A Derek... Continue Reading

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... Continue Reading

Wilmington, DE (November 11, 2013) – Morris Nichols' Delaware Alert: A Third Circuit Panel Strikes Down the Court of Chancery's Confidential Arbitrations was featured on the Harvard Law School Forum on Corporate Governance and Financial Regulation, November 8, 2013. The Alert provides an analysis of a three-judge panel of the U.S. Court of... Continue Reading

Wilmington, DE (November 1, 2013) – Morris, Nichols, Arsht & Tunnell LLP is pleased to announce its selection to the U.S. News & World Report/Best Lawyers 2014 “Best Law Firms” rankings for Delaware in the following 18 practice areas: Administrative/Regulatory Law Bankruptcy and Creditor Debtor Rights/Insolvency and... Continue Reading

Wilmington, DE (August 21, 2013) – Morris Nichols is pleased to announce that two thirds of the firm's partnership have been selected for inclusion in the 2014 edition of The Best Lawyers in America.  The firm was noted for 60 individual specialty selections, 22 "Top-Listed" practice specialties, and five individual 2014 Delaware Lawyers of the... Continue Reading

Wilmington, DE (May 24, 2013) – The 2013 edition of Chambers USA: America’s Leading Lawyers for Business today ranked seventeen Morris Nichols’ attorneys and four practice groups as best in Delaware.  Chambers annually conducts in-depth interviews of commercial users of legal services to assess the strengths and reputations of US... Continue Reading

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

Wilmington, DE (January 7, 2013) – Morris, Nichols, Arsht & Tunnell LLP is pleased to announce that Patricia O. Vella and John P. DiTomo have been elected partners, and that Katherine H. Betterly has been promoted to Special Counsel, effective January 1, 2013. Rick Alexander, Chair of the firm’s Executive Committee, made the... Continue Reading

Wilmington, DE (October 11, 2012) – Morris, Nichols, Arsht & Tunnell attorneys A. Gilchrist Sparks, III, Jack B. Blumenfeld, and Frederick H. Alexander have been named 2013 Delaware Lawyers of the Year by the Best Lawyers in America publication in the Bet-the-Company Litigation, Intellectual Property Litigation, and Mergers and... Continue Reading

Wilmington, DE (August 31, 2012) – 28 Morris Nichols attorneys have been named to The Best Lawyers in America 2013 in twenty two practice areas. Morris Nichols lawyers were selected for outstanding reputations and distinguished work in their practice areas based on a confidential peer-review survey of the top attorneys in the country, according... Continue Reading

Wilmington, DE (November 16, 2011) – Morris, Nichols, Arsht & Tunnell LLP has been recognized in twenty-one practice areas in the U.S. News & World Report/Best Lawyers 2011 - 2012 "Best Law Firms" rankings. Those practice areas are Administrative/Regulatory Law, Banking and Finance Law, Bankruptcy and Creditor Debtor Rights,... Continue Reading

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... Continue Reading

Wilmington, DE – November 18, 2010 – Morris, Nichols, Arsht & Tunnell LLP has been named a Go-To Law Firm for the Nation’s top 500 companies by Corporate Counsel magazine in the areas of Intellectual Property, Corporate Transactions/Mergers & Acquisitions and International law. The Go-To Law Firms were chosen from an... Continue Reading

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... Continue Reading

Wilmington, DE (June 10, 2010) – Morris, Nichols, Arsht & Tunnell LLP has been named a finalist as Law Firm of the Year for The M&A Advisor‘s Middle-Market Financing Awards.  The Awards honor the outstanding achievements of professionals and firms in mergers and acquisitions deal financing, debt and equity offerings in the... Continue Reading

Wilmington, DE – May 13, 2010 – Morris Nichols partners Rick Alexander, Jack Blumenfeld, Bill Lafferty and Ken Nachbar have been named to the Lawdragon 500 Leading Lawyers in America 2010 guide, an independent listing of the nation’s most elite attorneys.  Morris Nichols had more honorees than any other Delaware law... Continue Reading

Wilmington, DE – November 6, 2009 – Morris Nichols’ Delaware Corporate Law Counseling Group partner Rick Alexander, and associates Eric Wilensky and Ryan Greecher, advised the Transaction Committee for IMS Health, Inc. in connection with its acquisition by TPG Capital and Canada Pension Plan Investment Board (CPPIB) in a transaction valued at... Continue Reading

Wilmington, DE – June 3, 2009 – Corporate and Business Litigation and Corporate Law Counseling Group partner A. Gilchrist Sparks III has been profiled in the feature article Company Man that appears in Pennsylvania (and Delaware) Super Lawyers 2009, released this week.  He is the only Delaware attorney to be so honored. Described... Continue Reading

Wilmington, DE – June 3, 2009 – Super Lawyers® magazine has named 18 Morris Nichols attorneys as top legal counsel in Delaware for 2009, three more than were listed in 2008. The selections for Super Lawyers are made by Law & Politics who undertakes a rigorous selection process that includes a statewide survey of lawyers, independent... Continue Reading

Wilmington, DE – June 12, 2009 – The 2009 edition of Chambers USA:  America’s Leading Lawyers for Business today ranked twenty Morris Nichols’ attorneys and five practice groups as best in Delaware. Chambers annually conducts in-depth interviews of commercial users of legal services to assess the strengths and reputations of US... Continue Reading

Wilmington, DE – February 16, 2009 – Morris, Nichols, Arsht & Tunnell LLP partners A. Gilchrist Sparks III and Michael Houghton have been named Delaware Lawyers of the Year by the Best Lawyers in America Guide.  The firm’s lawyers picked up two of the five honors recognizing Delaware’s elite legal counsel. Gil... Continue Reading

The Northwestern Pritzker School of Law hosts the 46th Annual Securities Regulation Institute from January 28-30, 2019 in Coronado, Calif. The annual... Continue Reading

The Practising Law Institute will hold its annual two-day conference on mergers and acquisitions live in New York City and via webcast from January 10... Continue Reading

Morris Nichols partner Eric Klinger-Wilensky will speak in the live webinar, “M&A Engagement Letters: Strategies for Buyers, Sellers, Investment... Continue Reading

The American Bar Association’s Joint Committee on Employee Benefits presents the 2018 National Institute on Executive Compensation from November... Continue Reading

The American Bar Association hosts the 23rd National M&A Institute from November 8-9, 2018 in Las Vegas.  The two-day program will feature... Continue Reading

The Practising Law Institute celebrates the 50th anniversary of its annual program on securities regulation from November 7-9, 2018. The program held... Continue Reading

The University of Texas presents the annual Mergers and Acquisitions Institute from October 4-5, 2018 in Dallas. The two-day conference features... Continue Reading

Morris Nichols is proud to sponsor the annual meeting of the American Bar Association’s Business Law Section. The three-day conference will take... Continue Reading

The Delaware State Bar Association presents the 2018 Bench and Bar Conference on June 15, 2018. Morris Nichols partner Michael Houghton serves as DSBA... Continue Reading

The American Law Institute hosts “Executive Compensation 2018: Strategy, Design, and Implementation” from June 14 to 15, 2018 in New York City.... Continue Reading

Massachusetts Continuing Legal Education (MCLE) New England presents Delaware Corporate Law Developments 2018 on June 13, 2018 in Boston, Mass. The... Continue Reading

On May 24, 2018, the Practising Law Institute (PLI) presents Delaware Law Developments 2018: What All Business Lawyers Need to Know in New York, NY.... Continue Reading

Donnelley Financial Solutions and the Society for Corporate Governance present the annual SEC Hot Topics Institute on May 23, 2018 in Seattle,... Continue Reading

On May 23, 2018, The Practising Law Institute hosts an in-depth program featuring analysis from leading lawyers, venture capitalists and business... Continue Reading

The Institute for Energy Law (IEL) presents the 5th Mergers & Acquisitions in Energy Conference on May 17, 2018 in Houston, TX. Morris Nichols... Continue Reading

On April 26-27, 2018, the Northwestern Pritzker School of Law hosts the 38th Annual Ray Garrett Jr. Corporate & Securities Law Institute in... Continue Reading

The American Bar Association hosts the Business Law Section spring meeting from April 12 to 14, 2018 in Orlando, Fla. Several Morris Nichols partners... Continue Reading

The National Venture Capital Association (“NVCA”) presents the 2018 Venture Capital General Counsels (“VCGC”) Annual Meeting on April 4 to 5,... Continue Reading

The Boston Bar Association hosts its 4th Annual Mergers & Acquisitions Conference on March 29, 2018. With attorneys from private practice and... Continue Reading

Morris Nichols attorneys will attend Tulane University Law School’s 30th Annual Corporate Law Institute from March 15 to 16, 2018 in New Orleans,... Continue Reading

Over the past two years, a number of key cases before the Delaware courts have raised questions about valuation methodologies, deal processes, and the... Continue Reading

Morris Nichols partner Melissa DiVincenzo will serve as a panelist in an ABA Business Law Section webinar on private equity M&A from 2:30 p.m. to... Continue Reading

Morris Nichols partner Patricia Vella joins the Practising Law Institute’s two-day conference on mergers and acquisitions live in New York City and... Continue Reading

On December 4, 2017, The Practising Law Institute hosts an in-depth program featuring analysis from leading lawyers, venture capitalists and business... Continue Reading

The Practising Law Institute hosts the 49th Annual Institute on Securities Regulation from November 8 to 10, 2017 in New York City.  Morris Nichols... Continue Reading

The American Bar Association hosts the 22nd National M&A Institute from November 2-3, 2017 in Las Vegas. Featuring nationally recognized mergers... Continue Reading

Significant rulings out of the Delaware courts continue to address key M&A issues. On Sept. 28, 2017 at 1:00 p.m., Strafford hosts a 90-minute CLE... Continue Reading

Morris Nichols is proud to sponsor the 2017 Delaware Corporate Law Anniversary Symposium. The two-day program celebrates the 225th anniversary of the... Continue Reading

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... Continue Reading

American Law Institute Continuing Legal Education (CLE) has announced the return of Executive Compensation: Strategy, Design, and Implementation, an... Continue Reading

Massachusetts Continuing Legal Education, Inc. hosts a program on “Governance of Corporations & LLCs in Massachusetts & Delaware: The Ins... Continue Reading

Morris Nichols partner Melissa DiVincenzo will participate in a panel discussion on “Corporate Law Developments” at the SEC Hot Topics Institute... Continue Reading

The Institute for Energy Law presents the fourth annual Mergers, Acquisitions and Divestitures Conference from May 18 to 19, 2017 in Houston, Tex.... Continue Reading

The American Bar Association’s Business Law Sections hosts the annual spring meeting from April 6 to 8, 2017 in New Orleans, La. Morris Nichols... Continue Reading

Morris Nichols attorneys will attend Tulane University Law School’s 29th Annual Corporate Law Institute from March 30 to 31, 2017 in New Orleans,... Continue Reading

The Institute of Continuing Legal Education in Georgia and the Business Law Section of the State Bar of Georgia co-sponsor a full-day CLE program on... Continue Reading

Morris Nichols partner Melissa DiVincenzo will serve as a panelist in the webinar “Venture Backed M&A: Special Considerations” hosted by the... Continue Reading

From January 12-13, 2017, the Practising Law Institute hosts a two-day conference focusing on M&A trends and developments in New York City. On... Continue Reading

The Institute for Law & Economics hosts the Fall Corporate Roundtable on December 9, 2016 in Philadelphia.  Morris Nichols partner Eric... Continue Reading

The Practising Law Institute hosts a day-long program on current venture capital market conditions and the changing legal environment on December 6,... Continue Reading

The American Conference Institute hosts a forum on executive compensation from November 30 to December 1, 2016 in New York City. Morris Nichols... Continue Reading

The Seminar Group hosts its annual M&A program on November 17, 2016 in Seattle, Wash. Morris Nichols partner Andy Johnston serves as faculty and... Continue Reading

The American Bar Association’s Joint Committee on Employee Benefits hosts its annual program on executive compensation from November 14-15, 2016 in... Continue Reading

The Practising Law Institute hosts the 48th Annual Institute on Securities Regulation from November 2-4, 2016 in New York City. This annual program... Continue Reading

The Boston Bar Association hosts its 3rd Annual Mergers & Acquisitions Conference on November 1, 2016 in Boston, Mass. The event brings together... Continue Reading

The University of Texas School of Law hosts its 12th Annual Mergers and Acquisitions Institute from October 20-21, 2016 in Dallas, Texas. The program... Continue Reading

The Practising Law Institute hosts a day-long CLE program on “Hot Topics in Mergers & Acquisitions 2016” in New York City on October 13, 2016.... Continue Reading

The Practising Law Institute hosts a day-long CLE program on “Hot Topics in Mergers & Acquisitions 2016” in Chicago on September 30, 2016.... Continue Reading

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... Continue Reading

On August 12, 2016, the Practising Law Institute hosts its annual CLE program, “Delaware Law Developments 2016: What All Business Lawyers Need to... Continue Reading

The American Law Institute hosts “Executive Compensation 2016: Strategy, Design, and Implementation” from June 16 to 17, 2016 in New York City.... Continue Reading

Morris Nichols partner Melissa DiVincenzo will participate in a panel discussion on “Corporate Law Developments” at the SEC Hot Topics Institute... Continue Reading

The Practicing Law Institute hosts a day-long program on “Venture Capital 2016: Nuts and Bolts” on May 5, 2016 in New York City. Morris Nichols... Continue Reading

The Northwestern Pritzker School of Law hosts the 36th Annual Ray Garrett Jr. Corporate and Securities Law Institute from April 28 to 29, 2016 in... Continue Reading

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... Continue Reading

Morris Nichols partner Eric S. Klinger-Wilensky and attorney Nathan P. Emeritz will serve as panelists in the webinar “Financial Advisor Engagement... Continue Reading

Morris Nichols attorneys will attend Tulane University Law School’s 28th Annual Corporate Law Institute from March 17 to 18, 2016 in New Orleans,... Continue Reading

The National Venture Capital Association hosts the 2016 VCGC Annual Meeting in Austin, Tex. from March 2 to 3, 2016. The conference focuses on legal... Continue Reading

The Institute of Continuing Legal Education in Georgia hosts a day-long CLE program on Negotiated Corporate Acquisitions in Atlanta on February 25,... Continue Reading

Delaware courts were very active in 2015, issuing several significant rulings on important issues for M&A practice. On February 11, 2016,... Continue Reading

The Practising Law Institute hosts a two-day conference on M&A trends and developments from January 14-15, 2016 in New York City. Panels of top... Continue Reading

The Practicing Law Institute hosts a day-long Advanced Venture Capital program on December 2, 2015 in San Francisco. Morris Nichols partner Jeff... Continue Reading

On November 23, 2015, the Practising Law Institute brings together leading corporate governance directors, government officials, corporate counsel and... Continue Reading

The American Bar Association hosts the 29th Annual National Institute on Executive Compensation from November 16-17, 2015 in Washington, D.C. Morris... Continue Reading

On November 5, 2015, The Seminar Group hosts its 2nd Annual Mergers and Acquisitions in Technology Industries program in Seattle, Wash. Morris Nichols... Continue Reading

The University of Texas School of Law hosts its 11th Annual Mergers and Acquisitions Institute from October 15-16, 2015 in Dallas, Texas. The program... Continue Reading

The Society of Corporate Secretaries & Governance Professionals hosts the Western Regional Conference from October 8-9, 2015 in Seattle,... Continue Reading

The Practising Law Institute hosts a day-long CLE program on “Hot Topics in Mergers & Acquisitions 2015” in Chicago on September 16,... Continue Reading

The American Law Institute hosts a program on “Executive Compensation: Strategy, Design, and Implementation” from June 18 to 19, 2015.... Continue Reading

Morris Nichols partner Melissa DiVincenzo will participate in a panel discussion on “Corporate Law Developments” at the SEC Hot Topics Institute... Continue Reading

The Business Law Section of the American Bar Association will host the 2015 Spring Meeting in San Francisco from April 16 to 18, 2015.  Morris... Continue Reading

Morris Nichols attorneys will attend the 27th Tulane Corporate Law Institute from March 19 to 20, 2015 in New Orleans, LA.  Recognized as one of... Continue Reading

Morris Nichols partners Eric S. Klinger-Wilensky and Jeffrey R. Wolters will present the webinar “2014 in Review: A Recap of the Biggest... Continue Reading

The Northwestern University School of Law will host the 42nd Annual Securities Regulation Institute from Jan. 26 to 28, 2015 in Coronado, Calif. ... Continue Reading

Morris Nichols partner Melissa A. DiVincenzo will serve as a panelist in the webinar “Cases Do Matter: Judicial Forces Shaping M&A Deal... Continue Reading

Thomson Reuters will host the 2nd Annual Northeast M&A and Private Equity Forum in Boston on Dec. 3, 2014.  Morris Nichols is a sponsor and... Continue Reading

Morris Nichols partner Jeffrey R. Wolters will speak at the 33rd Annual Business Law Institute in Atlanta, GA from Oct. 29-30, 2014.  The... Continue Reading

Morris Nichols partner Patricia O. Vella will join a panel discussion on public company shareholder activism on Oct. 14, 2014. The program titled... Continue Reading

On Oct. 13, Morris Nichols partner Patricia O. Vella will speak on “Developments in Delaware Law and Practice Affecting M&A” at a... Continue Reading

Thomson Reuters will host the 10th Annual Southeastern M&A/Private Equity Forum in Atlanta on Oct. 2, 2014. Morris Nichols is a sponsor. Morris... Continue Reading

Morris Nichols partner Jeffrey R. Wolters will speak on Common Delaware Law at the 53rd Annual Corporate Counsel Institute in Chicago, IL. Hosted by... Continue Reading

On Sept. 30, Morris Nichols partner Patricia O. Vella speaks on “Delaware Supreme Court Corporate Decisions” as part of a half-day... Continue Reading

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... Continue Reading

On June 30, 2014, Morris Nichols partners Frederick H. Alexander and Melissa A. DiVincenzo will speak in a webinar on “Recent Changes to the... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Counseling Group partner, presented on the top five M&A questions posed to Delaware counsel... Continue Reading

Morris Nichols partner Patricia O. Vella interviewed The Honorable J. Travis Laster, Vice Chancellor, Delaware Court of Chancery at a recent breakfast... Continue Reading

Patricia O. Vella and James D. Honaker, Morris Nichols Delaware Corporate Counseling Group partners, will serve on a Delaware State Bar Association... Continue Reading

Thomson Reuters presents the 2014 Midwestern M&A and Private Equity Forum in Chicago on May 14, 2014.  In the session "The Resurgence and... Continue Reading

Morris Nichols partners John DiTomo and Eric Klinger-Wilensky will serve as panelists for a webcast entitled “Appraisal Rights: A Changing World”,... Continue Reading

The Delaware courts issued significant rulings on key M&A practice topics in 2013. On March 6, 2014 Patricia O. Vella, Morris Nichols Delaware... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group partner, will serve as a panelist for the session entitled How Recent... Continue Reading

Morris Nichols partners John P. DiTomo and Patricia O. Vella spoke in the ABA webinar, “Great Hill Equity Partners and the Attorney-Client Privilege... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group partner, will serve as a speaker for the Strafford Webinar/Teleconference... Continue Reading

Andrew Johnston, Morris Nichols Corporate Law Counseling Group partner, will serve as a member of the Forum Faculty and speak on the panel Strategic... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group partner, will serve on the panel Navigating Fiduciary Duties in Private... Continue Reading

Eric Schwartz, Morris Nichols Business Reorganization & Restructuring Group partner, will provide introductory remarks at the TerraLex... Continue Reading

Eric Klinger-Wilensky and James Honaker, members of the Morris Nichols Delaware Corporate Law Counseling Group, will moderate and participate on the... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group partner, will serve as a panelist for The Board's Role in Retaining,... Continue Reading

Morris Nichols Corporate Law Counseling Group partner and practice group coordinator Jeff Wolters, will present Avoiding Pitfalls in M&A... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group partner, will serve as a speaker for the Strafford Webinar/Teleconference... Continue Reading

Morris Nichols partner Patricia O. Vella serves as a panelist for the session entitled “Confidentiality Agreements and Standstill Agreements,” at... Continue Reading

Morris Nichols Corporate Litigation and Corporate Law Counseling Group Of Counsel and Best Lawyers 2009 Delaware Corporate Lawyer of the Year and 2010... Continue Reading

Jeffrey Wolters, Morris Nichols Corporate Law Counseling Group partner, will serve as a faculty speaker for the program entitled Corporate Governance... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group Special Counsel, will serve on the panel Developments in Seller Liability in... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group Special Counsel, will serve on the panel Key Issues in M&A at RR... Continue Reading

Jeffrey Wolters, Morris Nichols Corporate Law Counseling Group partner, will serve as a faculty speaker for the program entitled Deal Protections at... Continue Reading

Jeffrey Wolters, Morris Nichols Corporate Law Counseling Group partner, will serve as a faculty speaker for the program entitled Deal Protections at... Continue Reading

Rick Alexander, Ken Nachbar, Lou Hering and Tarik Haskins served as program speakers for The Business Law Section of the American Bar Association... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group Special Counsel, will serve on the panel Contractual Limitations on Extra... Continue Reading

Patricia O. Vella will serve as a speaker for the Strafford webinar/teleconference entitled, “Key 2011 Delaware Rulings for M&A, Corporate... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group Special Counsel, will serve on the panel M&A Update 2012 at RR... Continue Reading

Rick Alexander, Morris Nichols corporate law and M&A partner, will serve as program moderator, and Patricia O. Vella, Morris Nichols Delaware... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group Special Counsel, will serve as a faculty panelist for the American Bar... Continue Reading

Jeffrey Wolters, Morris Nichols Corporate Law Counseling Group partner, served as a faculty speaker for the program entitled “Legal Framework for... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group Special Counsel, will serve as a panelist for the session entitled How... Continue Reading

Patricia Vella will serve as a faculty panelist for the Strafford Publications webinar entitled “M&A Agreements: Limitations on Contractual and... Continue Reading

Patricia O. Vella will serve as a faculty panelist at The University of Texas School of Law 7th Annual Mergers and Acquisitions Institute in Dallas,... Continue Reading

A. Gilchrist Sparks III,  Rick Alexander, Lou Hering, Patricia Vella, and Eric Wilensky will serve as panel speakers at the American Bar Association... Continue Reading

Patricia Vella will serve as a faculty panelist in an American Law Institute - American Bar Association (ALI-ABA) Seminar national webcast on Jan. 20,... Continue Reading

A. Gilchrist Sparks III, Morris Nichols Corporate Litigation and Corporate Law Counseling Group of counsel, will serve as a faculty speaker and... Continue Reading

The American Bar Association hosts its 2010 annual meeting in San Francisco, Calif. from August 5-10, 2010. Morris Nichols partners Rick... Continue Reading

Morris Nichols Delaware Corporate Law Counseling Group Special Counsel Patricia Vella will serve as a panelist in an American Bar Association (ABA)... Continue Reading

A. Gilchrist Sparks III, Morris Nichols Corporate Litigation and Corporate Law Counseling Group Of Counsel and Best Lawyers 2010 Delaware Lawyer of... Continue Reading

A. Gilchrist Sparks III, Morris Nichols Corporate Litigation and Corporate Law Counseling Group Of Counsel and Best Lawyers 2010 Delaware Lawyer of... Continue Reading

Morris, Nichols Corporate Litigation Group partner and 2010 Best Lawyers’ Delaware Lawyer of the Year in Bet-the-Company Litigation, will speak on... Continue Reading

A. Gilchrist Sparks III, Morris Nichols Corporate Litigation and Corporate Law Counseling Group Of Counsel and Best Lawyers 2009 Delaware Corporate... Continue Reading

Morris Nichols Corporate Litigation and Corporate Law Counseling Group partner and Best Lawyers 2009 Delaware Corporate Lawyer of the Year A.... Continue Reading

Morris Nichols Corporate Litigation and Corporate Law Counseling Group partner A. Gilchrist Sparks III will serve as a faculty speaker and panelist at... Continue Reading

Morris Nichols Corporate Litigation and Corporate Law Counseling Group partner A. Gilchrist Sparks III will serve as a faculty panelist at the... Continue Reading

Morris Nichols partners Andrew Johnston and R.J. Scaggs, Jr. will speak at the 31st Annual Securities Regulation and Business Law Conference, February... Continue Reading

Gil Sparks will serve as a panelist in the session "Director Fiduciary Duties in M&A Transactions; Current Strategies in M&A Transactions and... Continue Reading

A. Gilchrist Sparks III will present "Corporate Governance Issues Posed by the Recent Corporate Meltdown" at this program hosted by the Delaware State... Continue Reading

The 2018 amendments to the Delaware General Corporation Law (the ‘‘DGCL’’) were recently enacted. The amendments update the ratification statute, Section 204, to address recent case law. Nonstock or ‘‘membership’’ corporations are now...

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In its last session, the Delaware legislature passed a number of amendments to the Delaware General Corporation Law (the “DGCL”) and the Delaware “alternative entity” statutes—the Delaware Limited Liability Company Act (the “DLLCA”),...

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For many years Delaware corporate law was mainly public company law. But now there is a critical mass of case law relevant to private and venture-backed companies, with 2017 adding to that law perhaps more than any prior year.

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Morris Nichols attorneys A. Gilchrist Sparks III and Daniel D. Matthews co-authored a book chapter on “Delaware’s Continued Resilience, The Next Hundred Years.” The piece is the closing chapter in a treatise on legal developments in Delaware...

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Litigation in Delaware in 2017 has somewhat turned on its head the long-held expectation that “every public deal draws a lawsuit” but “private company stockholders rarely sue.” Early indications that public company deal litigation would...

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Ten or so years ago, the founders of B Lab, a tiny new nonprofit, had an audacious idea. They wanted to create a system that would allow for-profit businesses to account for their impact on all their stakeholders.

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In its last session, the Delaware Legislature passed a number of amendments to the Delaware General Corporation Law (the ‘‘DGCL’’) and the Delaware ‘‘alternative entity’’ statutes—the Delaware Limited Liability Company Act (the...

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The Delaware Supreme Court and the Court of Chancery recently issued guidance for directors navigating the complex fiduciary issues that arise around insolvency. That guidance, outlined in a series of decisions in Quadrant Structured Products Co.,...

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Whether a public company should engage in a “single-bidder” process is one of the most difficult questions a target public company’s board of directors must consider during the early stages of a transaction. In the right circumstances, a...

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Morris Nichols attorneys Rick Alexander, Eric Klinger-Wilensky and Melissa DiVincenzo published three guides on Delaware public benefit corporations for Practical Law Corporate & Securities.  Their Delaware Public Benefit Corporation Practice...

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In the new Research Handbook on Mergers and Acquisitions from Edward Elgar Publishing, Morris Nichols senior counsel Don Parsons co-authors the chapter on “Activist Stockholders, Corporate Governance Challenges, and Delaware Law.”

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The 2016 amendments to the Delaware General Corporation Law (the “DGCL”) were recently enacted. Amendments to Delaware’s appraisal statute addressed concerns about “appraisal arbitrage” in merger transactions. The “medium form” merger...

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In its last session, the Delaware Legislature passed a number of amendments to the Delaware General Corporation Law (DGCL) and the Delaware ‘‘alternative entity’’ statutes—the Delaware Limited Liability Company Act (DLLCA), the Delaware...

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In 2010, Maryland became the first state in the United States to adopt a benefit corporation statute, and since then 31 U.S. jurisdictions (along with Italy) have followed suit. In 2013, Delaware, the leading jurisdiction for incorporating in the...

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Frederick H. Alexander, “The Public Benefit Corporation Guidebook: Understanding and Optimizing Delaware’s Benefit Corporation Governance Model,” (2016)

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The Business Law Section of the American Bar Association hosted the 2016 Spring Meeting in Montréal from April 7 to 9, 2016. Former Vice Chancellor and Morris Nichols senior counsel Donald F. Parsons, Jr. served as a panelist in the Dispute...

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Morris Nichols attorney Daniel Matthews serves as author of the Bloomberg BNA Corporate Practice Series Portfolio The Delaware Corporation: Legal Aspects of Organization and Operation. The recently revised treatise, updated on a roughly biennial...

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Much ink has been spilled discussing the factual and legal underpinnings of the Court of Chancery’s opinions in the Rural/Metro litigation. It seems the phrase “in doing so, they function as a gatekeeper” has attracted more attention over the...

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The 2015 amendments to the Delaware General Corporation Law (the “DGCL”) were recently enacted. The amendments address important policy topics (such as prohibiting charter- or bylaw-imposed “loserpays” fee-shifting provisions for stockholder...

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Morris Nichols attorneys Jeff Wolters and Dan Matthews contributed an article on 2015 amendments to the Delaware General Corporation Law (DGCL). The authors discuss important changes which include the addition of a prohibition on “fee-shifting”...

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In the last quarter of 2015, the Delaware courts issued three opinions and one oral ruling of importance to practitioners advising on private company transactions. Two of the opinions provide insight into the treatment of fraud claims in the...

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A periodic "heads-up" of legal developments in Delaware relevant to venture and private equity funds... Director conflicts of interest: Courts skeptical that a fund’s board designee is conflicted due solely to the position of the fund (e.g.,...

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In connection with a major upgrade of its computer platform, the Delaware Secretary of State’s Division of Corporations will close at 4:30 p.m. on Thursday, September 3, 2015, and will reopen for business at 8:00 a.m. on Tuesday, September 8,...

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In a decision consistent with the outcome of a number of recent appraisal cases, the Delaware Court of Chancery in LongPath Capital, LLC v. Ramtron International Corp. relied on the negotiated merger price as the best evidence of “fair...

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In an opinion on a consolidated appeal in In re Cornerstone Therapeutics Inc. Stockholder Litigation and Leal v. Meeks, the Delaware Supreme Court held that, regardless of the underlying standard of review (including in interested transactions...

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In approving a settlement of a stockholder class action challenging a so-called “dead hand proxy put” provision in a credit agreement between Healthways, Inc. and SunTrust Bank, Vice Chancellor J. Travis Laster provided important guidance...

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In an opinion issued on May 4, 2015, Quadrant Structured Products Co., Ltd. v. Vertin, the Court of Chancery provided important guidance to distressed Delaware corporations and their creditors.  Among other things, the Court (i) summarized...

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On Apr. 20, 2015, the Court of Chancery issued its opinion after trial in the El Paso Pipeline Partners L.P. derivative litigation.  Plaintiffs challenged a “dropdown” transaction whereby the parent corporation (“Parent”)...

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In an order issued on March 6, 2015 in Friedman v. Khosrowshahi, the Delaware Supreme Court affirmed the Court of Chancery’s dismissal of a breach of fiduciary claim relating to an alleged violation of Expedia’s stock incentive...

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The past several years have seen the rise of so-called “appraisal arbitrage,” in which entities purchase shares after the announcement of the merger in order to pursue an appraisal claim.  As a result, guidance from the Delaware...

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Over the last several years, there has been a rise in so-called “appraisal arbitrage” – funds buying stock of a target company after announcement of a merger in order to pursue appraisal claims.  Resulting litigation has raised...

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In 2014, Section 8106(c) of Title 10 of the Delaware Code was enacted to permit contracting parties to specify a contractual limitations period of up to 20 years in written contracts involving at least $100,000.  In the absence of such...

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In an important ruling addressing the scope of Revlon duties and the Delaware courts’ reluctance to “blue pencil” contractual provisions, C&J Energy Services, Inc. v. City of Miami General Employees’ and Sanitation...

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For reasons of economy in an early-stage investment, venture capitalists and founders often will use forms made available by the National Venture Capital Association (NVCA) as a basis to negotiate the post-investment governance structure of a...

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In the three days prior to Thanksgiving, the Court of Chancery issued seven written opinions and one oral ruling of importance to transaction planners.  Although each opinion and ruling independently could be the subject of a detailed...

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Under Delaware law, a less-than-majority stockholder may be deemed a controlling stockholder if it “exercises control over the business affairs of the corporation.”  Two recent opinions from the Court of Chancery provide helpful...

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In an opinion issued earlier this year, the Court of Chancery held RBC Capital Markets, LLC liable to stockholders of Rural/Metro Corporation for aiding and abetting the Rural directors’ breaches of fiduciary duties in connection with the sale...

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In an opinion issued on September 4, 2014, In re Nine Systems Corp. Shareholders Litigation , the Court of Chancery held that a control group of stockholders and their director designees breached their fiduciary duties in approving a recapitalization...

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Section 251(h) of the Delaware General Corporation Law (the “ DGCL ”) took effect just over a year ago. That statute was designed effectively to permit a simultaneous closing of the front-end tender or exchange offer and back-end merger...

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On May 22, 2014, the Corporation Law Sec­tion of the Delaware State Bar Association (the “DSBA”) was provided with a proposed amend­ment to the Delaware General Corporation Law (the “DGCL”). The proposed amendment, if...

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