Wilmington, DE (December 9, 2020) – Morris, Nichols, Arsht & Tunnell LLP is pleased to announce eleven law clerks employed by the firm were each issued a Certified Limited Practice License* (CLPL) by the Delaware Supreme Court this week. “We are delighted to welcome this talented group to Morris Nichols and congratulate them on reaching... Continue Reading
The Delaware Corporate Counseling Group provides advice on all aspects of Delaware corporate law to publicly traded and privately held corporations and their boards of directors and officers, as well as international law firms, in-house counsel, and private equity and venture capital investors. Our experience is particularly important to lawyers with law firms located outside of Delaware or in-house counsel who may be generally familiar with Delaware corporate law but do not practice Delaware law on a full-time basis.
Our practice may involve issues of corporate governance or issues that are more transactional in nature, including advice concerning mergers, acquisitions, spin-offs, financings and other complex transactions. Members of the Delaware Corporate Counseling Group are often called upon for advice that ranges from delivering immediate answers to time-sensitive questions to providing formal written legal opinions. Our transactional work ranges from suggesting simple solutions based on our Delaware experience to designing and structuring complex transactions for businesses and investors throughout the world.
We regularly serve as special counsel to boards of directors and board committees, particularly in situations involving potential conflicts of interest and fiduciary duty issues. Such representations often involve negotiated and hostile acquisitions, going-private transactions, financings and other transactions with existing investors or management, audit committee investigations, and transactions in the context of insolvency and bankruptcy.
We in the Delaware Corporate Counseling Group have a keen sense of, and appreciate, our clients’ need to have immediate answers to complex Delaware corporate law issues. We are available to meet those needs and our experience permits us to do so in a cost-effective manner. We recognize the ever-changing legal landscape in which our clients operate, and we are committed to working with them to achieve the best result possible.
Members of the Delaware Corporate Counseling Group are integral to the ongoing process of revising and updated the Delaware General Corporation Law, with four members of the group serving on the Council of the Corporate Law Section of the Delaware State Bar Association, the body charged with reviewing the Delaware General Corporation Law annually and suggesting revisions to keep Delaware’s corporate law the premier corporate law in the world. In addition, members of the Group have written a leading treatise on Delaware corporation law, Delaware Corporation Law and Practice, which is revised and updated annually.
People
Catherine V. Butchy
Catherine V. Butchy
Certified Limited Practice Licensee
Tel: (302) 351-9158
cbutchy@mnat.com
Corporate Counseling
Melissa A. DiVincenzo
James D. Honaker
Andrew M. Johnston
Eric S. Klinger-Wilensky
Daniel D. Matthews
Patricia O. Vella
Jeffrey R. Wolters
Matthew R. Darby
Jason A. Fruchter
Kyle A. Pinder
Hallie Snyder Sacchetta
News
Morris Nichols Ranked in Twenty-Six Practice Areas in 2021 U.S. News - Best Lawyers “Best Law Firms”
Wilmington, DE (November 5, 2020) – Morris, Nichols, Arsht & Tunnell LLP has been recognized in twenty-six practice areas in the 2021 edition of U.S. News - Best Lawyers “Best Law Firms.” Morris Nichols was selected for inclusion in a range of Delaware business law areas, listed below, as well as a national tier for “Litigation –... Continue Reading
31 Morris Nichols Attorneys Listed in The Best Lawyers in America® 2021
Wilmington, DE (August 20, 2020) – Thirty-one Morris Nichols attorneys were recognized in the 2021 edition of The Best Lawyers in America®. The results are based on peer-review evaluations from more than 67,000 eligible attorneys. Five Morris Nichols attorneys received “Lawyer of the Year” designations (noted with an asterisk below). This... Continue Reading
The Legal 500 Identifies Morris Nichols Among Leading U.S. Law Firms for M&A
Wilmington, DE (June 10, 2020) – The Legal 500 United States today released its 2020 edition, ranking Morris, Nichols, Arsht & Tunnell LLP in its nationwide guide to the foremost law firms in the United States. Legal 500 sources report, “The firm has a great reputation and the attorneys are respected for the results they obtain in... Continue Reading
14 Morris Nichols Attorneys Selected for Inclusion in 2020 Delaware Super Lawyers
Wilmington, DE (May 28, 2020) – Fourteen Morris Nichols attorneys have been selected for inclusion in 2020 Delaware Super Lawyers. Ken Nachbar and Bill 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... Continue Reading
Chambers USA 2020 Ranks Morris Nichols Band 1 in Four Delaware Practices; 24 Morris Nichols Attorneys Recognized Among Leading Delaware Practitioners
Wilmington, DE (April 23, 2020) – Morris, Nichols, Arsht & Tunnell LLP appears in the top tier in four Delaware practice categories in the 2020 edition of Chambers USA: America’s Leading Lawyers for Business released today. The prestigious Chambers guide has consistently ranked Morris Nichols as a Band 1 law firm for Delaware... Continue Reading
Morris Nichols Partner Eric Klinger-Wilensky Serves as Co-Editor of New ABA Publication: The Model Tender Offer Agreement
Wilmington, DE (January 29, 2022) – The American Bar Association (“ABA”) Business Law Section has published a new resource for M&A transaction planners entitled, The Model Tender Offer Agreement. Morris, Nichols, Arsht & Tunnell LLP partner Eric S. Klinger-Wilensky co-edited the book with Michael G. O’Bryan of Morrison &... Continue Reading
Morris Nichols Associates Admitted to Practice in Delaware
Wilmington, DE (December 11, 2019) – Morris, Nichols, Arsht & Tunnell LLP is delighted to announce sixteen attorneys associated with the firm were admitted to the Delaware bar on Wednesday, December 11, 2019. “We are pleased to welcome this capable group of new attorneys to Morris Nichols and congratulate them on reaching this career... Continue Reading
Morris Nichols Ranked in Twenty-Five Practice Areas in 2020 U.S. News - Best Lawyers “Best Law Firms”
Wilmington, DE (November 1, 2019) – Morris, Nichols, Arsht & Tunnell LLP has been ranked in twenty-five practice areas in the 2020 edition of U.S. News - Best Lawyers “Best Law Firms.” Morris Nichols was selected for inclusion in a range of Delaware business law areas, as well as a national tier for “Litigation – Mergers &... Continue Reading
Law360 Ranks Morris Nichols a Delaware Regional Powerhouse
Wilmington, DE (September 2, 2019) – Law360 released its list of 2019 Regional Powerhouses, identifying Morris, Nichols, Arsht & Tunnell LLP among the top Delaware law firms. One of the few Delaware-centered firms recognized by Law360, Morris Nichols “took part in some of the past year’s most epic corporate law battles” and led in... Continue Reading
35 Morris Nichols Attorneys Listed in The Best Lawyers in America® 2020
Wilmington, DE (August 15, 2019) – Thirty-five Morris Nichols attorneys 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 below).... Continue Reading
Morris Nichols Recognized for Delaware Financial and Corporate Law by IFLR1000 United States 2019
Wilmington, DE (June 6, 2019) – IFLR United States – The Guide to the World’s Leading Financial Firms again ranked Morris, Nichols, Arsht & Tunnell LLP in two Delaware tables ranking the top M&A law firms and the leading restructuring and insolvency law firms. Based on transactional evidence and peer and client feedback, seven firm... 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
Morris Nichols Partner Patricia Vella Serves as Editor of New Governance Handbook on “The Role of Directors in M&A Transactions”
Wilmington, DE (May 7, 2019) – The American Bar Association Business Law Section has published a new book titled, The Role of Directors in M&A Transactions: A Governance Handbook for Directors, Management and Advisors. Morris, Nichols, Arsht & Tunnell LLP partner Patricia O. Vella is one of four editors of the Handbook that gives... 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
Delaware HIV Consortium Selects Eric Klinger-Wilensky for WOW! Award
Wilmington, DE (April 15, 2019) – The Delaware HIV Consortium will recognize Morris, Nichols, Arsht & Tunnell LLP partner Eric S. Klinger-Wilensky at the 15th Annual WOW Awards Gala & Auction in Hockessin, Del. on Friday, April 26, 2019. The program celebrates the contributions of community leaders and supporters working to improve the... Continue Reading
Morris Nichols Associates Admitted to Practice in Delaware
Wilmington, DE (December 12, 2018) – Morris, Nichols, Arsht & Tunnell LLP is pleased to announce nine attorneys associated with the firm were admitted to the Delaware bar on Wednesday, December 12, 2018. “We are proud of this talented group of young attorneys as they complete this rite of passage,” said Morris Nichols hiring partner... Continue Reading
Morris Nichols Ranked in Twenty-Four Practice Areas in U.S. News - Best Lawyers “Best Law Firms” 2019
Wilmington, DE (November 1, 2018) – Morris, Nichols, Arsht & Tunnell LLP has been recognized in twenty-four practice areas in the 2019 edition of U.S. News - Best Lawyers “Best Law Firms.” Once again, the firm was selected for inclusion in the national category for “Litigation – Mergers & Acquisitions” and a variety of... Continue Reading
Patricia Vella Elected to the American College of Governance Counsel
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
IFLR1000 United States Guide Ranks Morris Nichols in Top Delaware Bands for Financial and Corporate Law Firms
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
Law360 Names Morris Nichols a Delaware Regional Powerhouse
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
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
Andy Johnston Elected Chair of the Morris Nichols Executive Committee
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
Morris Nichols Promotes Kate Betterly, Brian Egan, Michael Flynn and Dan Matthews to Partner
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
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
Morris Nichols Ranked in Twenty Practice Areas in U.S. News - Best Lawyers “Best Law Firms” 2018
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
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
The Legal 500 Ranks Morris Nichols Among Leading U.S. M&A Law Firms
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
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
Morris Nichols Associates Admitted to Practice in Delaware
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
U.S. News – Best Lawyers Ranks Morris Nichols Among “Best Law Firms” in 2017 Guide
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
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
Morris Nichols Unveils Thought Leadership ePub Companions
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
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
Six Morris Nichols Partners Listed Among Best Lawyers 2016 Women in the Law
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
Who’s Who Legal 100 Features Morris Nichols Among Leading Corporate Law Firms
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
Morris Nichols Attorneys Admitted to Practice in Delaware
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
Vice Chancellor Donald F. Parsons, Jr. Joins Morris Nichols
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
Who’s Who Legal: M&A and Governance 2016 Names Nine Morris Nichols Attorneys
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
Morris Nichols Increases Associate Salaries to $160,000
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
Morris Nichols Associates Admitted to Practice in Delaware
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
U.S. News – Best Lawyers Recognizes Morris Nichols in 2016 “Best Law Firms” Guide
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
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
Eric Klinger-Wilensky Named to 2015 Delaware Business Times 40 Under 40
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
ABA Appoints Eric Klinger-Wilensky to Business Law Section Envoy Program
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 to... Continue Reading
Eric Klinger-Wilensky Quoted in The Deal on Engagement Letters
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 banks address... 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
Chambers USA 2015 Ranks 23 Morris Nichols Attorneys and 4 Practice Groups Among the Best in Delaware
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
Who’s Who Legal: M&A and Governance 2015 Recognizes Morris Nichols Attorneys
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
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
Two Morris Nichols Attorneys Elected to Inaugural Class of American College of Governance Counsel Fellows
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 honorary... Continue Reading
2015 U.S. News - Best Lawyers Ranks Morris Nichols Among “Best Law Firms” in Delaware
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 areas... Continue Reading
28 Morris Nichols Attorneys Listed in The Best Lawyers in America® 2015
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
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
Chambers USA 2014 Names 21 Morris Nichols Attorneys and 4 Practice Groups as Best in Delaware
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
Morris Nichols Lawyers Named in Who's Who Legal: Mergers & Acquisitions 2014
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 Who Legal, based... Continue Reading
2014 Chambers USA Directory Ranks 21 Morris Nichols Attorneys as 'Leaders in their Field"
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 C Abbott,... 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
Morris Nichols Alert Featured on Harvard Law School Forum on Corporate Governance and Financial Regulation
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
18 Morris Nichols Practice Areas Named in U.S. News/Best Lawyers 2014 Rankings of Best Law Firms in Delaware
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 Reorganization... Continue Reading
Morris Nichols Attorneys Named to 2014 Best Lawyers in America - 60 Practice Specialty Selections; 22 Top-Listed Practice areas; 5 Delaware Lawyers of the Year
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
Chambers USA 2013 Names 17 Morris Nichols Attorneys and 4 Practice Groups as Best In Delaware
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
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
Morris Nichols Elects Patricia Vella, John DiTomo as Partners; Katherine Betterly as Special Counsel
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
Morris Nichols Attorneys Named Delaware “Lawyers of the Year”
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
28 Morris Nichols Attorneys Named to The Best Lawyers in America 2013
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
Twenty-One Morris Nichols Practice Areas Named in U.S. News/Best Lawyers 2011-2012 Rankings of Best Law Firms
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, Commercial... 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 Named a 2011 “Go-To Law Firm” for the Top 500
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
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
Morris Nichols Selected as Law Firm of the Year Finalist for The M&A Advisor's Middle-Market Financing Awards
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
Lawdragon Names Four Morris Nichols Attorneys Among 500 Leading Lawyers in America
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 firm. Two attorneys... Continue Reading
Events
PLI’s Mergers & Acquisitions 2021: Advanced Trends and Developments
The Practising Law Institute will hold its annual two-day conference on mergers and acquisitions live via webcast from January 21 to 22, 2021. Morris... Continue Reading
DSBA Webinar: Recent Developments in Commercial Law 2020
The Delaware State Bar Association hosts a half-day Zoom CLE webinar on Tuesday, November 17, 2020 focused on Recent Developments in Commercial Law.... Continue Reading
PLI’s 52nd Annual Institute on Securities Regulation
The Practising Law Institute hosts the 52nd Annual Institute on Securities Regulation from November 4-6, 2020. The program will be held via live... Continue Reading
Webinar: Conflicts of Interest: Best Practices and Delaware Law Developments
Morris Nichols attorney Kyle Pinder joins the Pacific Northwest Chapter of the Society for Corporate Governance as part of their quarterly... Continue Reading
NACD Virtual Roundtable: Impact Investing and the Role of Benefit Corporations
The North Texas Chapter of the National Association of Corporate Directors hosts a virtual roundtable on impact investing on October 7, 2020 from 9:00... Continue Reading
ABA Webinar: Advising Boards on M&A Transactions in Times of Distress
Morris Nichols partner Patricia Vella will serve as a panelist in the webinar, “Advising Boards on M&A Transactions in Times of Distress”... Continue Reading
Webinar: Down Round Financing Considerations for Fund Sponsors and Portfolio Companies
The COVID-19 pandemic has caused an unprecedented economic downturn of companies in the United States and globally, including companies sponsored by... Continue Reading
PLI’s Corporate Governance - A Master Class 2020
The Practising Law Institute hosts a day-long master class on corporate governance on March 6, 2020 in New York City. Morris Nichols partner Eric... Continue Reading
32nd Tulane Corporate Law Institute
Morris Nichols attorneys will attend Tulane University Law School’s 32nd Annual Corporate Law Institute from March 5 to 6, 2020 in New Orleans,... Continue Reading
Dallas Bar Association - M&A Section Delaware Law Update
Morris Nichols partner Andy Johnston will join a meeting of the Dallas Bar Association Mergers and Acquisitions Section on February 11. He will... Continue Reading
TheCorporateCounsel Webinar: “Deciphering ‘Corporate Purpose’”
Morris Nichols partner Patricia Vella will serve as a panelist in the webinar “Deciphering ‘Corporate Purpose’” hosted by... Continue Reading
PLI’s Mergers & Acquisitions 2020: Advanced Trends and Developments
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 9... Continue Reading
PLI’s 51st Annual Institute on Securities Regulation
The Practising Law Institute hosts the 51tst Annual Institute on Securities Regulation from November 4-6, 2019. The program held live in New York and... Continue Reading
UT Law’s 15th Annual Mergers and Acquisitions Institute
The University of Texas School of Law hosts its annual Mergers and Acquisitions Institute from October 10-11, 2019 in Dallas. The two-day conference... Continue Reading
ABA In the Know Webinar: Director Roles in M&A Transactions
Morris Nichols partner Patricia Vella will serve as a panelist in the webinar “Director Roles in M&A Transactions” hosted by the American Bar... Continue Reading
PLI's Hot Topics in M&A 2019
The Practising Law Institute (PLI) presents Hot Topics in Mergers & Acquisitions 2019 live in New York, NY and via webcast on September 27, 2019.... Continue Reading
2019 ABA Business Law Section Annual Meeting
The Business Law Section of the American Bar Association hosts its 2019 annual meeting from September 12-14 in Washington, D.C. Many Morris Nichols... Continue Reading
2019 DFIN SEC Hot Topics Institute
Donnelley Financial Solutions and the Society for Corporate Governance will host the annual SEC Hot Topics Institute on September 12, 2019 in Seattle,... Continue Reading
ALI Executive Compensation 2019: Strategy, Design, and Implementation
The American Law Institute hosts “Executive Compensation 2019: Strategy, Design, and Implementation” from June 20 to 21, 2019 in New York City.... Continue Reading
2019 DSBA Hot Topics in Delaware Corporate Law
The Corporation Law Section of the Delaware State Bar Association will host a half-day CLE program on May 23, 2019 in Wilmington, DE. Morris Nichols... Continue Reading
PLI’s Delaware Law Developments 2019: What All Business Lawyers Need to Know
The Practising Law Institute (PLI) presents Delaware Law Developments 2019: What All Business Lawyers Need to Know live in New York, NY and via... Continue Reading
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... Continue Reading
31st Tulane Corporate Law Institute
Morris Nichols attorneys will attend Tulane University Law School’s 31th Annual Corporate Law Institute from March 14 to 15, 2019 in New Orleans,... Continue Reading
ICLE Negotiated Corporate Acquisitions
The Institute of Continuing Legal Education in Georgia hosts a day-long CLE program on Negotiated Corporate Acquisitions in Atlanta on February 21,... Continue Reading
DSBA’s 24th Annual Rubenstein-Walsh Seminar
Delaware State Bar Association (DSBA) presents the 24th Annual Rubenstein-Walsh Seminar on Ethics and Professionalism on February 8, 2019 in... Continue Reading
46th Annual Securities Regulation Institute
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
PLI’s Mergers & Acquisitions 2019: Advanced Trends and Developments
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
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... Continue Reading
32nd Annual National Institute on Executive Compensation
The American Bar Association’s Joint Committee on Employee Benefits presents the 2018 National Institute on Executive Compensation from November... Continue Reading
23rd National M&A Institute
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
PLI’s 50th Annual Institute on Securities Regulation
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
UT Law’s 14th Annual Mergers and Acquisitions Institute
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
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... Continue Reading
DSBA 2018 Bench and Bar Conference
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
ALI Executive Compensation 2018: Strategy, Design, and Implementation
The American Law Institute hosts “Executive Compensation 2018: Strategy, Design, and Implementation” from June 14 to 15, 2018 in New York City.... Continue Reading
MCLE: Delaware Corporate Law Developments 2018
Massachusetts Continuing Legal Education (MCLE) New England presents Delaware Corporate Law Developments 2018 on June 13, 2018 in Boston, Mass. The... Continue Reading
PLI’s Delaware Law Developments 2018: What All Business Lawyers Need to Know
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
2018 SEC Hot Topics Institute
Donnelley Financial Solutions and the Society for Corporate Governance present the annual SEC Hot Topics Institute on May 23, 2018 in Seattle,... Continue Reading
PLI’s Advanced Venture Capital 2018
On May 23, 2018, The Practising Law Institute hosts an in-depth program featuring analysis from leading lawyers, venture capitalists and business... Continue Reading
5th Mergers & Acquisitions in Energy Conference
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
38th Annual Ray Garrett Jr. Corporate and Securities Law Institute
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
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... Continue Reading
2018 VCGC Annual Meeting
The National Venture Capital Association (“NVCA”) presents the 2018 Venture Capital General Counsels (“VCGC”) Annual Meeting on April 4 to 5,... 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... Continue Reading
30th Tulane Corporate Law Institute
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
Webinar: Appraisal Issues in Delaware: Recent Developments and A Look Ahead
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
ABA Webinar: An Introduction to Private Equity Mergers and Acquisitions
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
PLI’s Mergers & Acquisitions 2018: Advanced Trends and Developments
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
PLI’s Advanced Venture Capital 2017
On December 4, 2017, The Practising Law Institute hosts an in-depth program featuring analysis from leading lawyers, venture capitalists and business... Continue Reading
PLI’s 49th Annual Institute on Securities Regulation
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
22nd National M&A Institute
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
Strafford Webinar: M&A 2017 Delaware Update: Standard of Deal Review, Appraisal Rights, Disclosure-Only Settlements, D&O Fiduciary Duties
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
Delaware Corporate Law Anniversary Symposium
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
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... Continue Reading
ALI Executive Compensation 2017: Strategy, Design, and Implementation
American Law Institute Continuing Legal Education (CLE) has announced the return of Executive Compensation: Strategy, Design, and Implementation, an... Continue Reading
MCLE: Governance of Corporations & LLCs in Massachusetts & Delaware: The Ins & Outs of Fiduciary Duties
Massachusetts Continuing Legal Education, Inc. hosts a program on “Governance of Corporations & LLCs in Massachusetts & Delaware: The Ins... Continue Reading
2017 SEC Hot Topics Institute
Morris Nichols partner Melissa DiVincenzo will participate in a panel discussion on “Corporate Law Developments” at the SEC Hot Topics Institute... Continue Reading
4th Mergers, Acquisitions and Divestitures Conference
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
2017 ABA Business Law Section Spring Meeting
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
29th Tulane Corporate Law Institute
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
ICLEGA Negotiated Corporate Acquisitions 2017
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
ABA Webinar: Venture Backed M&A: Special Considerations
Morris Nichols partner Melissa DiVincenzo will serve as a panelist in the webinar “Venture Backed M&A: Special Considerations” hosted by the... Continue Reading
PLI’s Mergers & Acquisitions 2017: Advanced Trends and Developments
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
University of Pennsylvania Institute for Law & Economics Fall 2016 Corporate Roundtable
The Institute for Law & Economics hosts the Fall Corporate Roundtable on December 9, 2016 in Philadelphia. Morris Nichols partner Eric... Continue Reading
PLI’s Advanced Venture Capital 2016
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 Seminar Group’s 2016 Mergers and Acquisitions: What’s Changed in M&A and Alternative Liquidity?
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
ABA’s Executive Compensation National Institute 2016
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
PLI’s 48th Annual Institute on Securities Regulation
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
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... Continue Reading
UT Law’s 12th Annual Mergers and Acquisitions Institute
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
PLI’s Hot Topics in Mergers & Acquisitions 2016
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
PLI’s Hot Topics in Mergers & Acquisitions 2016
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
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... Continue Reading
Delaware Law Developments 2016: What All Business Lawyers Need to Know
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
ALI Executive Compensation 2016: Strategy, Design, and Implementation
The American Law Institute hosts “Executive Compensation 2016: Strategy, Design, and Implementation” from June 16 to 17, 2016 in New York City.... Continue Reading
2016 SEC Hot Topics Institute
Morris Nichols partner Melissa DiVincenzo will participate in a panel discussion on “Corporate Law Developments” at the SEC Hot Topics Institute... Continue Reading
PLI’s Venture Capital 2016: Nuts and Bolts
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
36th Annual Ray Garett Jr. Corporate and Securities Law Institute
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
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... 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... Continue Reading
28th Tulane Corporate Law Institute
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
2016 VCGC Annual Meeting
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
ICLEGA Negotiated Corporate Acquisitions 2016
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
Strafford Webinar: M&A 2016 Delaware Update
Delaware courts were very active in 2015, issuing several significant rulings on important issues for M&A practice. On February 11, 2016,... Continue Reading
PLI’s Mergers & Acquisitions 2016: Trends and Developments
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
PLI’s Advanced Venture Capital 2015
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
PLI’s 13th Annual Directors’ Institute on Corporate Governance
On November 23, 2015, the Practising Law Institute brings together leading corporate governance directors, government officials, corporate counsel and... Continue Reading
ABA’s Executive Compensation National Institute 2015
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
The Seminar Group’s 2nd Annual Mergers & Acquisitions in Technology Industries
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
UT Law’s 11th Annual Mergers and Acquisitions Institute
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’s Western Regional Conference 2015
The Society of Corporate Secretaries & Governance Professionals hosts the Western Regional Conference from October 8-9, 2015 in Seattle,... Continue Reading
Hot Topics in Mergers & Acquisitions 2015
The Practising Law Institute hosts a day-long CLE program on “Hot Topics in Mergers & Acquisitions 2015” in Chicago on September 16,... Continue Reading
Executive Compensation: Strategy, Design, and Implementation
The American Law Institute hosts a program on “Executive Compensation: Strategy, Design, and Implementation” from June 18 to 19, 2015. Morris... Continue Reading
2015 SEC Hot Topics Institute
Morris Nichols partner Melissa DiVincenzo will participate in a panel discussion on “Corporate Law Developments” at the SEC Hot Topics Institute... Continue Reading
2015 ABA Business Law Section Spring Meeting
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
27th Tulane Corporate Law Institute
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 the... 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... Continue Reading
42nd Annual Securities Regulation Institute
The Northwestern University School of Law will host the 42nd Annual Securities Regulation Institute from Jan. 26 to 28, 2015 in Coronado, Calif. The... Continue Reading
ABA Webinar: Cases Do Matter: Judicial Forces Shaping M&A Deal Terms
Morris Nichols partner Melissa A. DiVincenzo will serve as a panelist in the webinar “Cases Do Matter: Judicial Forces Shaping M&A Deal Terms”... Continue Reading
2nd Annual Northeast M&A and Private Equity Forum
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
ICLEGA 33rd Annual Business Law Institute
Morris Nichols partner Jeffrey R. Wolters will speak at the 33rd Annual Business Law Institute in Atlanta, GA from Oct. 29-30, 2014. The Business... Continue Reading
Shareholder Activism: Current Trends & Tactics
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
Developments in Delaware Law and Practice Affecting M&A
On Oct. 13, Morris Nichols partner Patricia O. Vella will speak on “Developments in Delaware Law and Practice Affecting M&A” at a program... Continue Reading
10th Annual Southeastern M&A/Private Equity Forum
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
Common Delaware Law Pitfalls for In-House Counsel
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
Supreme Court Review 2014: A Discussion of Decisions at the Highest State and Federal Judicial Levels
On Sept. 30, Morris Nichols partner Patricia O. Vella speaks on “Delaware Supreme Court Corporate Decisions” as part of a half-day... 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... Continue Reading
Lorman Webinar: Recent Changes to the Delaware General Corporation Law: Avoid the Risks; Reap the Benefits
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
ACG Silicon Valley M&A Dealmaker’s Circle
Patricia O. Vella, Morris Nichols Delaware Corporate Counseling Group partner, presented on the top five M&A questions posed to Delaware counsel... Continue Reading
CSC Interview with Vice Chancellor Laster
Morris Nichols partner Patricia O. Vella interviewed The Honorable J. Travis Laster, Vice Chancellor, Delaware Court of Chancery at a recent breakfast... Continue Reading
DSBA Delaware Corporate Law: Transactional & Litigation Panel
Patricia O. Vella and James D. Honaker, Morris Nichols Delaware Corporate Counseling Group partners, will serve on a Delaware State Bar Association... Continue Reading
2014 Midwestern M&A and Private Equity Forum
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
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”,... Continue Reading
Strafford Webinar: M&A Key Delaware Law Updates for 2014
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
UT Law’s 36th Annual Conference on Securities Regulation and Business Law
Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group partner, will serve as a panelist for the session entitled How Recent... Continue Reading
ABA Webinar: Great Hill Equity Partners and the Attorney-Client Privilege in M&A: You Mean We Sold that Too?
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
Strafford Webinar: M&A Agreements: Limitations on Contractual and Extra-Contractual Liabilities 2013
Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group partner, will serve as a speaker for the Strafford Webinar/Teleconference... Continue Reading
4th Annual Western M&A Forum
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
UT Law's 9th Annual Mergers and Acquisitions Institute
Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group partner, will serve on the panel Navigating Fiduciary Duties in Private... Continue Reading
2013 TerraLex Global Meeting
Eric Schwartz, Morris Nichols Business Reorganization & Restructuring Group partner, will provide introductory remarks at the TerraLex... 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... Continue Reading
Bloomberg Law/ABA Business Law Section CLE Program
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
33rd Annual Ray Garrett, Jr. Corporate and Securities Law Institute
Morris Nichols Corporate Law Counseling Group partner and practice group coordinator Jeff Wolters, will present Avoiding Pitfalls in M&A... Continue Reading
Strafford Webinar: M&A Key Delaware Rulings and Recent Developments
Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group partner, will serve as a speaker for the Strafford Webinar/Teleconference... Continue Reading
UT Law’s 35th Annual Conference on Securities Regulation and Business Law
Morris Nichols partner Patricia O. Vella serves as a panelist for the session entitled “Confidentiality Agreements and Standstill Agreements,” at... Continue Reading
PLI Advanced Venture Capital 2012
Jeffrey Wolters, Morris Nichols Corporate Law Counseling Group partner, will serve as a faculty speaker for the program entitled Corporate Governance... Continue Reading
UT Law's 8th Annual Mergers and Acquisitions Institute
Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group Special Counsel, will serve on the panel Developments in Seller Liability in... Continue Reading
2012 SEC Hot Topics Institute
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
PLI Hot Topics in Mergers & Acquisitions 2012
Jeffrey Wolters, Morris Nichols Corporate Law Counseling Group partner, will serve as a faculty speaker for the program entitled Deal Protections at... Continue Reading
PLI Hot Topics in Mergers & Acquisitions 2012
Jeffrey Wolters, Morris Nichols Corporate Law Counseling Group partner, will serve as a faculty speaker for the program entitled Deal Protections at... Continue Reading
2012 ABA Annual Meeting
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
TexasBarCLE's 11th Annual Advanced In-House Counsel Course
Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group Special Counsel, will serve on the panel Contractual Limitations on Extra... Continue Reading
Strafford Webinar: Key 2011 Delaware Rulings for M&A, Corporate Governance and Alternative Entity Practice
Patricia O. Vella will serve as a speaker for the Strafford webinar/teleconference entitled, “Key 2011 Delaware Rulings for M&A, Corporate... Continue Reading
2012 SEC Hot Topics Institute
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
2012 ABA Business Law Section Spring Meeting
Rick Alexander, Morris Nichols corporate law and M&A partner, will serve as program moderator, and Patricia O. Vella, Morris Nichols Delaware... Continue Reading
ABA Webinar: Negotiating the Termination Provisions in a Public Company Acquisition Agreement
Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group Special Counsel, will serve as a faculty panelist for the American Bar... Continue Reading
PLI Going Private 2012: Doing the Deal Right
Jeffrey Wolters, Morris Nichols Corporate Law Counseling Group partner, served as a faculty speaker for the program entitled “Legal Framework for... Continue Reading
The University of Texas School of Law's 34th Annual Conference on Securities Regulation and Business Law
Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group Special Counsel, will serve as a panelist for the session entitled How... Continue Reading
Strafford Webinar: M&A Agreements: Limitations on Contractual and Extra-Contractual Liabilities 2011
Patricia Vella will serve as a faculty panelist for the Strafford Publications webinar entitled “M&A Agreements: Limitations on Contractual and... Continue Reading
UT Law's 7th Annual Mergers and Acquisitions Institute
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
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... Continue Reading
ALI-ABA Webinar: Contractual Limitations on Seller Liability in M&A and Other Transactions
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
2010 ABA Annual Meeting
The American Bar Association hosts its 2010 annual meeting in San Francisco, Calif. from August 5-10, 2010. Morris Nichols partners Rick... Continue Reading
Articles
2020 Amendments to Delaware’s General Corporation Law and Alternative Entity Statutes
In its 2020 session, the Delaware legislature passed a number of amendments to the Delaware General Corporation Law and the Delaware “alternative entity” statutes—the Delaware Limited Liability Company Act, the Delaware Revised Uniform...
2019 Amendments to Delaware’s General Corporation Law and Alternative Entity Statutes
In its 2019 session, the Delaware legislature passed a number of amendments to the Delaware General Corporation Law and the Delaware “alternative entity” statutes—the Delaware Limited Liability Company Act, the Delaware Revised Uniform Limited...
Analysis of the 2018 Amendments to the Delaware General Corporation Law
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...
2018 Amendments to Delaware’s General Corporation Law and Alternative Entity Statutes
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”),...
Delaware Law for Venture-Backed Companies: 2017 Year in Review
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.
Delaware’s Continued Resilience, The Next Hundred Years
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...
Delaware Litigation 2017: Assessing Trends at Year-End
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...
2017 Amendments to Delaware’s General Corporation Law and Alternative Entity Statutes
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...
Delaware Courts Affirm Guidance for Directors in Distressed Situations
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.,...
Practical Considerations for Single-Bidder Processes in Public M&A
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...
Delaware Public Benefit Corporation Practice Note, Standard Clause & Conversion Checklist
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...
Analysis of the 2016 Amendments to the Delaware General Corporation Law
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...
2016 Amendments to Delaware’s General Corporation Law and Alternative Entity Statutes
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...
The Delaware Corporation: Legal Aspects of Organization and Operation
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...
Financial Advisor Engagement Letters: Post-Rural/Metro Thoughts and Observations
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...
Analysis of the 2015 Amendments to the Delaware General Corporation Law
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...
2015 Amendments to the Delaware General Corporation Law
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”...
Examining the 2015 Amendments to Delaware’s General Corporation Law and Alternative Entity Statutes
In its last session, the Delaware legislature passed a number of amendments to the Delaware General Corporation Law (“DGCL”) and to three of Delaware’s four “alternative entity” statutes—the Delaware Limited Liability Company Act...
Using Financial Advisor Engagement Letters to Vet Potential Conflicts of Interest
Financial advisors often are selected by a board of directors (or committee thereof) to advise on a strategic review process because of their role as brokers in the market and their ability to generate transactional activity. Of course, that role and...
Enforcing a Private Company Indemnity Regime
Whether a private company acquisition is structured as a stock sale or a merger, the parties will often include in their deals provisions that specify when a buyer can bring claims for breach of representations. These provisions often take the form...
Client Alerts
Five Delaware Law Developments for Venture-Backed Companies in 2020
The first quarter of 2020 has brought interesting Delaware law developments for private, venture-backed companies. As is often the case, arising issues for companies in the venture capital and private equity space have had a different emphasis from...
Delaware Governor Modifies State of Emergency Declaration to Address Annual Meetings of Stockholders
In light of the health risks posed by COVID-19, on April 6, 2020, Delaware Governor John C. Carney issued a modification of Delaware’s state of emergency first declared on March 12, 2020, to provide some flexibility to Delaware public corporations...
Delaware Supreme Court Holds Federal Forum Selection Provisions for Claims Arising Under the Securities Act of 1933 Are Facially Valid
On March 18, 2020, the Delaware Supreme Court issued an important opinion holding that federal forum selection provisions adopted by Delaware corporations requiring that stockholders file actions arising under the Securities Act of 1933 (“1933...
Guidelines for Payment of Dividends during the COVID-19 Pandemic
COVID-19’s disruption to the economy has prompted a number of questions from Delaware corporations about their ability to preserve capital if they have already declared a cash dividend. This memo, released jointly by the Delaware firms listed at...
Private Company Deal Alert: Fraud Disclaimers, “Threatened” Claims and Sandbagging in Delaware
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...
Recurring Issues for VC and PE Funds: Guidance from Recent Delaware Cases
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.,...
Upcoming Delaware Secretary of State Office Closure
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,...
Delaware Court of Chancery Awards Less Than Merger Price in Appraisal Proceeding
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 value”...
Delaware Supreme Court Issues Important Opinion on Interested Transactions
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...
Court of Chancery Approves Settlement of Stockholder Challenge to “Dead Hand Proxy Put” and Offers Important Guidance on Prior Ruling
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...
Delaware Court of Chancery Issues Significant Opinion on Corporate Creditors; Addresses Fiduciary Duties, Standing, and Measure of Insolvency
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...
Court of Chancery Finds Committee Did Not Believe Dropdown Transaction Was in the Best Interests of MLP
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”) in a master limited...
Delaware Supreme Court Affirms Court of Chancery’s Dismissal of Claim Relating to Alleged Violation of Stock Incentive Plan
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 plan. The...
Delaware Supreme Court Upholds Reliance on Merger Price in Appraisal Action
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 courts as to the...
Court of Chancery Reaffirms Possibility of “Buying Into” an Appraisal Claim
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 the question of...
Delaware Court of Chancery Holds Newly-Enacted 20-Year Statute of Limitations for Certain Contracts Applies Retroactively
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...
Delaware Supreme Court Reverses Mandatory Injunction Issued by Court of Chancery; Addresses Revlon Duties and Third-Party Contract Rights
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 Employees’...
Delaware Supreme Court Interprets Private Company Voting Agreement that Departs from Standard NVCA Voting Terms
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...
Court of Chancery Issues Multiple Opinions Relevant to Transaction Planners
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 memorandum, in...
Court of Chancery Provides Guidance on When a Less-Than-Majority Stockholder May Be Deemed a Controlling Stockholder
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 guidance as to...