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... 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 (July 2, 2012) – Rick Alexander, member of the Morris Nichols Delaware Corporate Law Counseling Group and Chair of the firm’s Executive Committee, has been named one of the top ten most highly regarded corporate governance lawyers worldwide by The International Who’s Who of Corporate Governance Lawyers 2012. ... 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 – October 22, 2010 – Rick Alexander, partner in Morris Nichols’ Delaware Corporate Law Counseling Group, was named as Best Lawyers’ 2011 Delaware Lawyer of the Year in Mergers & Acquisitions. Best Lawyers designates “Lawyers of the Year” in high-profile legal specialties in large legal... 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... 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  (June 25, 2009) – Morris Nichols corporate law and M&A partner Rick Alexander authored the report The Role of the Board in Turbulent Times: Responding to Unsolicited Takeover Offers issued by The Conference Board Governance Center.  The report is part of a series on the oversight role of the board of directors... Continue Reading

Wilmington, DE – April 20, 2009 – Morris Nichols’ corporate law and M&A partner Rick Alexander was quoted in The National Law Journal this week in an article analyzing the recent amendments to the Delaware General Corporation Law signed into law by Delaware Governor Jack A. Markell on April 10, 2009. In the article Delaware Law Changes... 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 American Law Institute hosts “Executive Compensation 2018: Strategy, Design, and Implementation” from June 14 to 15, 2018 in New York City. The program focuses on the broad changes caused by tax reform, including significant revisions to the tax code that may alter the tax treatment of executive and equity compensation. Morris Nichols... Continue Reading

Massachusetts Continuing Legal Education (MCLE) New England presents Delaware Corporate Law Developments 2018 on June 13, 2018 in Boston, Mass. The program explores significant recent changes in Delaware statutory and decisional law that affects corporate practice. Morris Nichols partner Patricia Vella serves as faculty and speaks in two sessions:... 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. The program focuses on key Delaware corporate law developments and their implications on corporate and legal practices. Morris Nichols partner Bill Lafferty speaks in the panel discussion, “Recent... Continue Reading

Donnelley Financial Solutions and the Society for Corporate Governance present the annual SEC Hot Topics Institute on May 23, 2018 in Seattle, WA. Morris Nichols partner Melissa DiVincenzo will present a Delaware law update, discussing recent developments and trends as they relate to the Delaware landscape. Opportunities for CLE credit are... Continue Reading

On May 23, 2018, The Practising Law Institute hosts an in-depth program featuring analysis from leading lawyers, venture capitalists and business executives live in New York City and via webcast. Morris Nichols partner Jeff Wolters serves as program faculty and will speak in the closing session, “Crisis Management and Tough Judgment Calls in... 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 partner Melissa DiVincenzo serves as a co-panelist in the “Delaware Law Update” session. She will discuss current Delaware law issues and cases, and examine recent M&A developments with a focus... 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 Chicago, IL. The conference presents private practitioners and corporate counsel with an analysis of current issues and developments challenging corporations. Morris Nichols partner Jeff Wolters serves as... 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 will attend the conference as committee leaders and speakers, sharing insights on M&A, private equity and venture capital, and alternative entities. Morris Nichols partner Eric Klinger-Wilensky... Continue Reading

The National Venture Capital Association (“NVCA”) presents the 2018 Venture Capital General Counsels (“VCGC”) Annual Meeting on April 4 to 5, 2018 in Santa Monica, CA. Morris Nichols partner Jeff Wolters speaks on “Delaware Law and Board Issues for Venture-Backed Companies.” He serves on the NVCA general counsel advisory board,... Continue Reading

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

Morris Nichols attorneys will attend Tulane University Law School’s 30th Annual Corporate Law Institute from March 15 to 16, 2018 in New Orleans, LA.  Distinguished as one of the premier M&A, corporate and securities law conferences, the Tulane Corporate Law Institute gathers Delaware Supreme Court and Court of Chancery judiciary, prominent... 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 relevance of deal price in setting fair value under the Delaware appraisal statute.Please join us for an interactive webinar that will provide an overview of recent Delaware appraisal issues and... 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 4:00 p.m. ET on February 22, 2018. Presented as part of the free “Business Law Basics” monthly webinar series, the session will provide an introduction to private equity mergers and acquisitions.... 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 via webcast from January 11 to 12, 2018. Tricia serves as faculty and will speak in the session “Advising the Board of Directors in an M&A Transaction: an Overview of the Board’s... Continue Reading

On December 4, 2017, The Practising Law Institute hosts an in-depth program featuring analysis from leading lawyers, venture capitalists and business executives live in San Francisco and via webcast. Morris Nichols partner Jeff Wolters serves as program faculty and will speak in the closing session, “Corporate Governance in VC-Backed... 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 partner Patricia O. Vella will speak in the panel discussion, “Delaware Update: The Latest Legislative and Judicial Developments” on day two of the conference. Panelists will provide a review of... 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 and acquisitions attorneys, the two-day program will feature in-depth perspective on business negotiations. Morris Nichols partner Patricia Vella serves as program faculty, speaking in four panel... 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 webinar exploring important decisions issued in 2016 and 2017. Morris Nichols partner Patricia Vella joins a panel of leading M&A attorneys, exploring the impact of Corwin v. KKR Financial... 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 establishment of the Delaware Court of Chancery; the 50th anniversary of the general revision of the Delaware General Corporation Law (DGCL); and the 25th anniversary of the Delaware Limited Liability... 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 the three-day conference. Many firm attorneys are active Business Law Section members and will attend the conference as speakers and committee leaders. Two Morris Nichols partners serve as ABA... Continue Reading

American Law Institute Continuing Legal Education (CLE) has announced the return of Executive Compensation: Strategy, Design, and Implementation, an annual conference for legal counsel, advisors, human resource professionals, and experienced practitioners to keep current with the rapid changes in executive compensation. Registrants for the two-day... Continue Reading

Massachusetts Continuing Legal Education, Inc. hosts a program on “Governance of Corporations & LLCs in Massachusetts & Delaware: The Ins & Outs of Fiduciary Duties” on May 25, 2017 in Boston, Mass.  Morris Nichols partner Patricia Vella serves has faculty and will join fellow panelists to discuss governance requirements, including... Continue Reading

Morris Nichols partner Melissa DiVincenzo will participate in a panel discussion on “Corporate Law Developments” at the SEC Hot Topics Institute on May 24, 2017 in Seattle, Wash.  Melissa will discuss Delaware 2017 legislative updates and other developments. Hosted by RR Donnelley with the support and cooperation of the Society of Corporate... 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. Morris Nichols partner Melissa DiVincenzo will speak on the opening panel “Doing Deals Part I - Current Trends in M&A Clauses.” Panelists will explore evolving market practices, court cases and... 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 attorneys will participate in speaking roles at the conference, sharing insights on developments in LLCs, private equity and venture capital, and M&A. On Thursday, April 6, Rick Alexander serves as a... 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, LA.  Recognized as one of the premier M&A, corporate and securities law conferences, the Tulane Corporate Law Institute gathers Delaware Supreme Court and Court of Chancery judiciary, prominent... 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 “Negotiated Corporate Acquisitions” on February 23, 2017 in Atlanta, Ga. Morris Nichols partner Eric Klinger-Wilensky will present the afternoon session, “Developments in Delaware Mergers and... Continue Reading

Morris Nichols partner Melissa DiVincenzo will serve as a panelist in the webinar “Venture Backed M&A: Special Considerations” hosted by the American Bar Association on February 9, 2017 from 1:00 p.m. to 2:30 p.m. ET. The program will discuss critical and complex issues that commonly arise in acquisitions of venture-backed companies.... 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 day one, Morris Nichols partner Patricia Vella participates in the panel, “Negotiating the Public Company Merger Agreement.” Moderated by Steven M. Haas (Hunton & Williams LLP), Tricia and... Continue Reading

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

The Practising Law Institute hosts a day-long program on current venture capital market conditions and the changing legal environment on December 6, 2016 in San Francisco. Morris Nichols partner Jeff Wolters serves as faculty and presents in the closing session, “Corporate Governance and Venture-Backed Companies.” Speakers will discuss board... 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 senior counsel Don Parsons speaks in the “Litigation Roundup: Focus on Director Pay Plan and Executive Compensation” session on December 1.  Panelists will discuss Delaware court developments, ethics... 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 will present the session, “Update from the First State” covering developments in Delaware corporate law. CLE opportunities are available. For more information and to register, visit the host’s... 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 Washington, D.C. Morris Nichols partner Andy Johnston serves as faculty and will present, “Director and Executive Compensation Litigation” covering the latest developments and trends 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 brings together leading securities and corporate legal practitioners to discuss practical information, insights and real-world strategies. On day two of the conference, Morris Nichols partner Patricia... Continue Reading

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

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 examines the latest deal trends, structures, pitfalls and opportunities in M&A. On Thursday, October 20, Morris Nichols partner Patricia Vella speaks in the session, “Kicking and Screaming:... 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. This annual program brings together faculty of lawyers, general counsels, regulators and investment bankers to explore the state of M&A and the trends for the year ahead. Morris Nichols partner... 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. This annual program brings together faculty of lawyers, general counsels, regulators and investment bankers to explore the state of M&A and the trends for the year ahead. Morris Nichols partner Jeff... 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 active Business Law Section members and will attend the conference as speakers and committee leaders. On the first day of the conference, Eric Klinger-Wilensky and Don Parsons speak in the Private... Continue Reading

On August 12, 2016, the Practising Law Institute hosts its annual CLE program, “Delaware Law Developments 2016: What All Business Lawyers Need to Know.” This day-long CLE program focuses on significant Delaware corporate law developments in the past year and practical impacts on corporate or legal practice. Morris Nichols partners Lou Hering,... Continue Reading

The American Law Institute hosts “Executive Compensation 2016: Strategy, Design, and Implementation” from June 16 to 17, 2016 in New York City. Morris Nichols partner Andy Johnston serves as faculty and participates in two sessions on June 16: “A Primer on Delaware Corporate Law for Compensation Specialists and the Latest Delaware Cases,”... Continue Reading

Morris Nichols partner Melissa DiVincenzo will participate in a panel discussion on “Corporate Law Developments” at the SEC Hot Topics Institute on May 24, 2016 in Seattle, Wash. Hosted by RR Donnelley with the support and cooperation of the Society of Corporate Secretaries & Governance Professionals, the annual conference examines crucial... 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 partner Jeff Wolters serves as faculty and will speak in the closing session, “Crisis Management and Tough Judgment Calls in Representing Emerging Growth Companies.” This session will discuss... 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 Chicago. Established in memory of Ray Garrett Jr., chairman of the U.S. Securities and Exchange Commission, the conference draws senior officials from the SEC, private practitioners and corporate counsel... 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 attorneys will participate in speaking roles at the conference, discussing developments in LLCs, M&A, and dispute resolution.  Morris Nichols partner Tarik Haskins serves as a panelist in the... Continue Reading

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

Morris Nichols attorneys will attend Tulane University Law School’s 28th Annual Corporate Law Institute from March 17 to 18, 2016 in New Orleans, LA.  Recognized as one of the premier M&A, corporate and securities law conferences, the Tulane Corporate Law Institute gathers Delaware Supreme Court and Court of Chancery judiciary, prominent... 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 and regulatory issues for venture capital general counsels. Morris Nichols partner Jeff Wolters will participate in the panel, “Delaware Law and Board-Level Issues” on March 3. Participants will... 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, 2016. Morris Nichols partner Andy Johnston will speak in the afternoon session, “Role Playing—Advising the Board of Directors of a Public Company in Connection with a Possible Sale of the... Continue Reading

Delaware courts were very active in 2015, issuing several significant rulings on important issues for M&A practice. On February 11, 2016, Strafford CLE hosts the 90-minute webinar titled, “M&A 2016 Delaware Update: Standard for Deal Review, D&O Fiduciary Duties, Private Company Mergers, Appraisal Rights” to explore these... 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 industry professionals will discuss developments and highlight specific issues through a mock board meeting and mock negotiation of select provisions in a merger agreement. On January 15, Morris... 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 Wolters serves as faculty and will speak in the closing session, “Corporate Governance and Venture-Backed Companies.” This session will cover board structures and conflicts; managing board observers;... Continue Reading

On November 23, 2015, the Practising Law Institute brings together leading corporate governance directors, government officials, corporate counsel and academics for the annual Directors’ Institute on Corporate Governance in New York City. The day-long event will feature perspectives on the regulatory environment and new expectations facing boards... 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 Nichols partner Andy Johnston serves as faculty and will present the session on “Director and Executive Compensation Litigation” on Tuesday, November 17 at 2 p.m. Recently, the Delaware Chancery... 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 partner Andy Johnston serves as faculty and will present the session, “Corporate Law Update” covering developments in Delaware, post-closing obligations of non-signatory stockholders in private... Continue Reading

The Practicing Law Institute hosts a three-day conference on securities regulation and corporate governance in New York City from October 28-30, 2015. Morris Nichols counsel Rick Alexander will speak in the session, “What’s Happening in Delaware? And Why You Need to Know,” on October 29. The panel will review significant Delaware judicial... 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 examines the latest deal trends, structures, pitfalls and opportunities in M&A. On Friday, October 16, Morris Nichols partner Patricia Vella speaks in the session, “Enforceability of... Continue Reading

The Society of Corporate Secretaries & Governance Professionals hosts the Western Regional Conference from October 8-9, 2015 in Seattle, Wash. Morris Nichols partner Patricia Vella will speak in the one-hour plenary session, “Corporate Law for the Corporate Secretary” on October 9. The program will be moderated by Mary Brodd (Formerly... Continue Reading

The Practising Law Institute hosts a day-long CLE program on “Hot Topics in Mergers & Acquisitions 2015” in Chicago on September 16, 2015. This annual program brings together faculty of lawyers, general counsels, regulators and investment bankers to explore the state of M&A and the trends for the year ahead. Morris Nichols... Continue Reading

The American Law Institute hosts a program on “Executive Compensation: Strategy, Design, and Implementation” from June 18 to 19, 2015. Morris Nichols partner Andy Johnston serves as faculty and participates in the panel discussion, “Compensation and Proxy Litigation and the Latest Delaware Cases,” at 1:30 p.m. EDT on June... Continue Reading

Morris Nichols partner Melissa DiVincenzo will participate in a panel discussion on “Corporate Law Developments” at the SEC Hot Topics Institute on June 11, 2015 in Seattle, Wash. Hosted by RR Donnelley with the support and cooperation of Northwestern Law School, the annual conference brings together corporate and securities law practitioners,... 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 Nichols partner Melissa DiVincenzo will serve as a panelist in the Dispute Resolution Committee session on “Designing the Process for Resolution of Post-Merger & Acquisition Disputes” on... 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 the premier M&A, corporate and securities law conferences, the Tulane Corporate Law Institute gathers Delaware Supreme Court and Court of Chancery judiciary, prominent corporate counsel as well as... 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 Corporate Law Decisions from Delaware” on Feb. 5, 2015 from 1:00 p.m. to 2:30 p.m. ET.  Hosted by Bloomberg BNA, the webinar will cover significant cases for public company deal practice and... Continue Reading

The Northwestern University School of Law will host the 42nd Annual Securities Regulation Institute from Jan. 26 to 28, 2015 in Coronado, Calif.  The three-day conference provides timely analysis of recent laws and developments in the corporate and securities law fields presented by senior SEC officials, renowned judges, and leading... 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 Terms” hosted by the American Bar Association on Dec. 11, 2014 from 1:00 p.m. to 2:30 p.m. ET. The program will explore recent judicial decisions affecting M&A deal terms, how these decisions... 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 partners Andrew M. Johnston and R. Judson Scaggs, Jr. will participate as faculty. The program will showcase collective insight on trends, issues and challenges on deal activity and transactions in the... 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 Business Law Section of the State Bar of Georgia and the Institute of Continuing Legal Education in Georgia will co-host the program. Jeff will present the session on “Delaware Corporate Law... 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 “Shareholder Activism: Current Trends & Tactics” will be hosted by Fredrikson & Byron, P.A. in Minneapolis, MN. Vella—along with fellow panelists David A. Katz (Wachtell,... 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 program hosted by Fredrikson & Byron, P.A. in Minneapolis, MN. She will join Jamie Snelson in highlighting recent amendments to the Delaware General Corporation Law and providing practical insights on... 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 Nichols partners, Andrew M. Johnston and R.J. Scaggs, Jr. will participate in the panel discussion “Key Developments in Delaware Fiduciary Duty and M&A”. The session will cover recent... 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 Northwestern University School of Law, the program will take place Oct. 2-3, 2014. As a participant on the panel discussion, “Common Delaware Law Pitfalls for In-House Counsel”, Wolters... Continue Reading

On Sept. 30, Morris Nichols partner Patricia O. Vella speaks on “Delaware Supreme Court Corporate Decisions” as part of a half-day Delaware State Bar Association CLE program. The seminar will be held in Wilmington, Del. with webcast in Georgetown, Del. Ms. Vella will discuss the most significant corporate cases decided by the Delaware... 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 will serve as speakers at the conference. On the first day of the conference, partner Eric Klinger-Wilensky will chair the panel “The 2014 Annual Review of Developments in M&A” from 2:30 to 4:30... Continue Reading

On June 30, 2014, Morris Nichols partners Frederick H. Alexander and Melissa A. DiVincenzo will speak in a webinar on “Recent Changes to the Delaware General Corporation Law:  Avoid the Risks; Reap the Benefits.” They will discuss a number of significant changes that have been proposed to take effect in August 2014 and explore how... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Counseling Group partner, presented on the top five M&A questions posed to Delaware counsel as a special guest speaker at the ACG Silicon Valley M&A Dealmaker’s Circle at Merrill Communications, LLC in Palo Alto, CA on June 18, 2014. Patricia provided practical insights on Delaware law... Continue Reading

Morris Nichols partner Patricia O. Vella interviewed The Honorable J. Travis Laster, Vice Chancellor, Delaware Court of Chancery at a recent breakfast event hosted by the State of Delaware and the Corporation Service Company. The program took place at the University Club of New York on June 13, 2014. Vice Chancellor Laster offered his thoughts on... Continue Reading

Patricia O. Vella and James D. Honaker, Morris Nichols Delaware Corporate Counseling Group partners, will serve on a Delaware State Bar Association panel titled, Recent Development in Delaware Corporate Law: Transactional & Litigation Perspectives at The Chase Center on the Riverfront in Wilmington, DE on May 22, 2014. 4.0 hours of CLE... 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 Impact of Tender Offers in M&A," Morris Nichols partner Andy Johnston serves as moderator and partner R.J. Scaggs serves as speaker.  They will discuss the growth in frequency of tender offers within... Continue Reading

Morris Nichols partners John DiTomo and Eric Klinger-Wilensky will serve as panelists for a webcast entitled “Appraisal Rights: A Changing World”, on May 13, 2014, from 2:00PM-2:45PM. Eric and John will be joined on the panel by Lisa Stark, a partner at Berger Harris. Learn from leading experts about how appraisal rights work in a... 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 Corporate Counseling Group partner, served as a speaker in the Strafford CLE webinar titled “M&A Key Delaware Law Updates for 2014.” In the 90-minute program, Vella participated in a... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group partner, will serve as a panelist for the session entitled How Recent Fiduciary Duty Cases Affect Advice to Directors and Officers of Delaware and Texas Corporations, at The University of Texas School of Law’s 36th Annual Conference on Securities Regulation and Business Law... Continue Reading

Rick Alexander, member of Morris Nichols' Delaware Corporate Law Counseling Group, will present M&A Trends and Developments at the 41st Annual Securities Regulation Institute, hosted by Northwestern Law, in Coronado, California, on January 27, 2014. Rick will be joined on the panel by Richard Climan, Weil, Gotshal & Manges LLP, Eileen... 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 in M&A: You Mean We Sold that Too?” The program, hosted by the ABA Private Equity/Venture Capital Committee, focused on this significant Delaware Court of Chancery case that held under... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group partner, will serve as a speaker for the Strafford Webinar/Teleconference panel entitled, M&A Agreements: Limitations on Contractual and Extra-Contractual Liabilities, to be broadcast on Tuesday, December 10, 2013, 1:00 - 2:30 p.m. EST. This 90-minute CLE program will... Continue Reading

Rick Alexander, member of the Morris Nichols Delaware Corporate Law Counseling Group, will speak on the panel Everything Tender Offers at the Boston Bar Association's First Annual Mergers & Acquisitions Conference in Boston, Massachusetts, November 13, 2013, 8:30 AM to 12:45 PM.  The program will be webcast live on-line. Joining Rick on... 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 M&A Involving Public Companies at the 4th Annual Western M&A Forum in Santa Clara, California, on November 6, 2013. The panel will address how public/public deal process and terms are driven... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group partner, will serve on the panel Navigating Fiduciary Duties in Private Company M&A at The University of Texas School of Law’s 9th Annual Mergers and Acquisitions Institute, October 17-18, 2013, at the Ritz-Carlton in Dallas. The panel will provide an analysis of the... Continue Reading

Eric Schwartz, Morris Nichols Business Reorganization & Restructuring Group partner, will provide introductory remarks at the TerraLex Bankruptcy/Insolvency Practice Group Meeting, at the TerraLex Global Meeting in Paris, France.  The Group's featured presentation, Current Developments Regarding Intellectual Property Issues in Insolvency... Continue Reading

Rick Alexander, member of the Morris Nichols Delaware Corporate Law Counseling Group, will speak on the panel M&A Update at the annual RR Donnelley SEC Hot Topics Institute in Houston, Texas, September 26, 2013. Joining Rick on the panel is Sean T. Wheeler of Latham & Watkins LLP. The day long Institute presents SEC officials, corporate... Continue Reading

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

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group partner, will serve as a panelist for The Board's Role in Retaining, Managing and Relying on Financial Advisors in M&A Transactions presented by Bloomberg Law and the ABA Business Law Section Mergers and Acquisitions Committee Financial Advisor Task Force on Wednesday,... Continue Reading

Morris Nichols Corporate Law Counseling Group partner and practice group coordinator Jeff Wolters, will present Avoiding Pitfalls in M&A Transactions at the 33rd Annual Ray Garrett, Jr. Corporate and Securities Law Institute, Northwestern University School of Law, Chicago, Illinois, May 2 - 3, 2013. Jeff’s panel will discuss: The... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group partner, will serve as a speaker for the Strafford Webinar/Teleconference panel entitled, M&A Key Delaware Rulings and Recent Developments, to be broadcast on Thursday, April 18, 2013, 1:00 - 2:30 p.m. EDT. The 90-minute CLE program will provide guidance on principles... Continue Reading

Morris Nichols partner Patricia O. Vella serves as a panelist for the session entitled “Confidentiality Agreements and Standstill Agreements,” at The University of Texas School of Law’s 35th Annual Conference on Securities Regulation and Business Law in Dallas, Texas, on Feb. 8, 2013. The panel weil review recent case law impacting... 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 Delaware Lawyer of the Year in Mergers & Acquisitions Law, Gil Sparks, will participate in the Institutional Investor Educational Foundation (IIEF) Roundtable “Shareholder Democracy: Good, Bad... Continue Reading

Jeffrey Wolters, Morris Nichols Corporate Law Counseling Group partner, will serve as a faculty speaker for the program entitled Corporate Governance and Venture-Backed Companies at the Practising Law Institute (PLI) Advanced Venture Capital 2012 seminar, December 4, 2012, in San Francisco. The program will be webcast live.  Jeff’s... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group Special Counsel, will serve on the panel Developments in Seller Liability in M&A at The University of Texas School of Law’s 8th Annual Mergers and Acquisitions Institute, October 18-19, 2012, at the Ritz-Carlton in Dallas. The panel will cover highlights of recent case... 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 Donnelley’s SEC Hot Topics Institute, September 27, 2012, in Houston, Texas. The panel will cover M&A market trends, what acquirers are looking for, hostile takeover defenses, and recent Delaware... Continue Reading

Jeffrey Wolters, Morris Nichols Corporate Law Counseling Group partner, will serve as a faculty speaker for the program entitled Deal Protections at the Practising Law Institute (PLI) Hot Topics in Mergers & Acquisitions 2012 Seminar at the University of Chicago Gleacher Center, September 20, 2012.  Jeff’s panel will discuss the... Continue Reading

Jeffrey Wolters, Morris Nichols Corporate Law Counseling Group partner, will serve as a faculty speaker for the program entitled Deal Protections at the Practising Law Institute (PLI) Hot Topics in Mergers & Acquisitions 2012 Seminar in New York City, September 6, 2012. The seminar will be simulcast live online. Jeff’s panel will... 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 (ABA) at the 2012 ABA Annual Meeting in Chicago, August 3-5, 2012. Rick’s program, Dual Class Stock: Value Enhancer or Corporate Governance Killer? discussed the rational for the Dual Class... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group Special Counsel, will serve on the panel Contractual Limitations on Extra Contractual Liabilities at TexasBarCLE’s 11th Annual Advanced In-House Counsel Course, August 2, 2012, at the Westin Galleria Hotel in Dallas. The panel will cover ways to limit contractual and... Continue Reading

Patricia O. Vella will serve as a speaker for the Strafford webinar/teleconference entitled, “Key 2011 Delaware Rulings for M&A, Corporate Governance and Alternative Entity Practice,” broadcast on May 24, 2012. The 90-minute program will provide guidance to corporate and deal counsel on applying the principles from key 2011 Delaware court... 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 Donnelley’s annual SEC Hot Topics Institute, May 17, 2012, at the IDS Center in Minneapolis. The panel will cover M&A market trends, recent Delaware law developments, prevailing deal terms, and... Continue Reading

Rick Alexander, Morris Nichols corporate law and M&A partner, will serve as program moderator, and Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group Special Counsel, will serve as a panelist, for the session entitled The Ins and Outs of Topping Bids:  Maneuvering Through Deal Protection Terms,at the ABA Business Law... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group Special Counsel, will serve as a faculty panelist for the American Bar Association (ABA) Business Law Section CLE Teleconference/Webcast entitled, Negotiating the Termination Provisions in a Public Company Acquisition Agreement, on March 6, 2012, 2:30 PM Eastern... Continue Reading

Jeffrey Wolters, Morris Nichols Corporate Law Counseling Group partner, served as a faculty speaker for the program entitled “Legal Framework for Going Private Transaction” at the Practising Law Institute (PLI) Going Private 2012: Doing the Deal Right Seminar in New York City, February 23, 2012. The seminar was simulcast live online. Jeff’s... Continue Reading

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group Special Counsel, will serve as a panelist for the session entitled How Recent Fiduciary Duty Cases Affect Advice to Directors and Officers of Delaware and Texas Corporations, at The University of Texas School of Law’s 34th Annual Conference on Securities Regulation and... Continue Reading

Patricia Vella will serve as a faculty panelist for the Strafford Publications webinar entitled “M&A Agreements: Limitations on Contractual and Extra-Contractual Liabilities—Crafting Exclusive Remedy, Extra-Contractual Representation Waiver, and Other Provisions to Protect Sellers” on Nov. 15, 2011.  The panel will address ways to limit... Continue Reading

Rick Alexander, Morris Nichols corporate law and M&A partner and Best Lawyers' 2012 Lawyer of the Year in Delaware Corporate Law served as a faculty speaker for the program entitled “Mergers and Acquisitions – A Delaware Checklist” at the Practising Law Institute's (PLI) 43rd Annual Securities Regulation Institute held November 9-11,... 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, Texas, on Oct. 20, 2011. The program titled “Contractual Limitations on Seller Liability in M&A Agreements” will cover recent case law and practitioner perspectives on how to limit... 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 (ABA) Business Law Section Spring Meeting in Boston, April 14-16, 2011. Gil will serve as a Session Co-Chair on the program What’s New in the Revised Corporate Director’s Guidebook.... Continue Reading

Rick Alexander, Corporate Law and M&A partner and Best Lawyers 2011 Delaware Lawyer of the Year in Mergers & Acquisitions Law, will serve as a faculty member and panel moderator at the 23rd Annual Corporate Law Institute at Tulane University Law School, New Orleans, March 31 - April 1, 2011. Rick will moderate the panel Delaware... Continue Reading

Rick Alexander, Morris Nichols corporate law and M&A partner and Best Lawyers’ 2011 Delaware Lawyer of the Year in Mergers & Acquisitions Law will moderate the session entitled Advising the Special Committee at the Practising Law Institute (PLI) Going Private 2011: Doing the Deal Right seminar, February 24, 2011, in New York... 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, 2011. The 90-minute program, “Contractual Limitations on Seller Liability in M&A and Other Transactions,” will include a live Q&A session and covered recent case law and practitioner... Continue Reading

A. Gilchrist Sparks III, Morris Nichols Corporate Litigation and Corporate Law Counseling Group of counsel, will serve as a faculty speaker and panelist at the University of Delaware’s Weinberg Center 2010 Annual Corporate Governance Conference, November 12, 2010, in Newark, Del.  The Conference will focus on corporate governance... Continue Reading

Rick Alexander, Morris Nichols corporate law and M&A partner and Best Lawyers’ 2011 Delaware M&A Lawyer of the Year, will serve as a panelist for the session entitled Important Developments in Delaware Corporate Law at PLI’s 42nd Annual Securities Regulation Institute, November 10 - 12, 2010, in New York City.  The 3-day... Continue Reading

Rick Alexander, Morris Nichols Corporate Law and M&A partner, will serve as a panelist for the DealLawyers.com webinar entitled Dissecting the Modern Poison Pill broadcast September 30, 2010. Rick will be joined by David Katz (Wachtell, Lipton, Rosen & Katz) and Cliff Neimeth (Greenberg Traurig LLP).  The 45-minute webinar will focus on... Continue Reading

Rick Alexander, Morris Nichols Corporate Law and M&A partner will serve as a panelist for the BNA Webinar Assessing the Impact of the SEC’s Shareholder Proxy Access Rules, Tuesday, September 28, 2010, 1:00 PM – 2:30 PM ET.  Rick will be joined by Lawrence A. Hamermesh, (Ruby R. Vale Professor of Corporate and Business Law at... Continue Reading

The American Bar Association hosts its 2010 annual meeting in San Francisco, Calif. from August 5-10, 2010. Morris Nichols partners Rick Alexander and Melissa DiVincenzo will present the Corporate Laws Committee program entitled, “Is Common Stock the Preferred Security? Recent Judicial and Legislative Developments Affecting Preferred... Continue Reading

Morris Nichols Delaware Corporate Law Counseling Group Special Counsel Patricia Vella will serve as a panelist in an American Bar Association (ABA) Business Law Section CLE Teleconference/Webcast on June 16, 2010. The 90 minute program, Creating Contractual Limitations on Seller Liability that Work Post-Closing: Avoiding Serious Pitfalls in... Continue Reading

A. Gilchrist Sparks III, Morris Nichols Corporate Litigation and Corporate Law Counseling Group Of Counsel and Best Lawyers 2010 Delaware Lawyer of the Year in Mergers & Acquisitions Law, Lou Hering, Commercial Law Counseling Group Partner, and Patricia Vella, Delaware Corporate Law Counseling Group Special Counsel, will serve as panel speakers... Continue Reading

A. Gilchrist Sparks III, Morris Nichols Corporate Litigation and Corporate Law Counseling Group Of Counsel and Best Lawyers 2010 Delaware Lawyer of the Year in Mergers & Acquisitions Law and Rick Alexander, Corporate Law and M&A partner will serve as faculty members and panelists at the Twenty-Second Annual Corporate Law Institute at Tulane... Continue Reading

Morris Nichols corporate law and M&A partner Rick Alexander will moderate the session entitled The Special Committee:  Not Just Window Dressing at the Practising Law Institute (PLI) Going Private 2010: Doing the Deal Right seminar, February 25, 2010, in New York City.  The day-long seminar will also be simulcast live... 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 the panel titled "The Impact of Federal Sovereignty on Delaware Corporate Law" at the 15th Annual Rubenstein-Walsh Seminar in Professionalism and Ethics, Wilmington, Del. on February 19,... Continue Reading

A. Gilchrist Sparks III, Morris Nichols Corporate Litigation and Corporate Law Counseling Group Of Counsel and Best Lawyers 2009 Delaware Corporate Lawyer of the Year and 2010 Delaware Lawyer of the Year in Mergers & Acquisitions Law, will serve as a panelist on the session entitled Director Fiduciary Duties in M&A Transactions at the... Continue Reading

Morris Nichols corporate law and M&A partner Rick Alexander will serve as a featured panelist on two panels – Acquiring a Public Company and The Changing M&A Landscape:  Trends and Recent Developments – at the 14th Annual National Institute on Negotiating Business Acquisitions presented by the ABA Section of Business Law, in New... Continue Reading

Morris Nichols Corporate Litigation and Corporate Law Counseling Group partner and Best Lawyers 2009 Delaware Corporate Lawyer of the Year A. Gilchrist Sparks III and Special Counsel Patricia O. Vella will serve as faculty speakers at the day-long CLE seminar, Office and Trial Practice, co-sponsored by the Delaware State Bar Association and the... Continue Reading

Morris Nichols corporate law and M&A partner Rick Alexander will speak on the panel Board of Directors' Fiduciary Obligations in M&A and Recent Cases at the annual RR Donnelley SEC Hot Topics Institute in Houston, Texas, September 17, 2009. The day long Institute presents SEC officials, corporate counsel, governance officers, chief... 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 the Delaware State Bar Association (DSBA) seminar Delaware Corporate Law's Response to the Regulatory Challenges of the Economic Crisis in Wilmington, Delaware, June 18, 2009.  His presentation... Continue Reading

Morris Nichols Corporate Litigation and Corporate Law Counseling Group partner A. Gilchrist Sparks III will serve as a faculty panelist at the Practicing Law Institute (PLI) seminar What All Business Lawyers Must Know About Delaware Law Developments 2009 in New York City, May 21, 2009.  The panel will be broadcast live online. Panel topics... Continue Reading

Morris Nichols corporate law and M&A partner Rick Alexander will serve as program faculty and present on the panel Negotiating M&A Solvency Provisions: State of the Art in a State of Uncertainty, a teleconference and live audio webcast sponsored by the ABA Section of Business Law and the ABA Center for Continuing Legal Education, Tuesday,... Continue Reading

Morris Nichols corporate law and M&A partner Rick Alexander will present Delaware Corporate Update at the Annual Meeting of the Southeastern Chapter Conference of the Society of Corporate Secretaries and Governance Professionals, at the Atlanta History Center, Atlanta, Ga, May 15, 2009.  The program will also be presented live via... Continue Reading

Morris Nichols corporate law and M&A partner Rick Alexander will speak on the panel Developments in M&A at the 29th Annual Ray Garrett, Jr. Corporate and Securities Law Institute at the Thorne Auditorium, Northwestern University School of Law, Chicago, Illinois, April 30 – May 1, 2009.  Joining Rick is session chair Keith Crow of... Continue Reading

Morris Nichols Commercial Law Counseling Group partner Lou Hering and Delaware Corporate Law Counseling Group partner Rick Alexander will serve as Program speakers at the Spring Meeting of the ABA Section of Business Law in Vancouver, BC on April 16 – 18, 2009.  Lou will present at the Program Choosing the Appropriate Governance Paradigm for... Continue Reading

Morris Nichols corporate law and M&A partner Rick Alexander will serve as a faculty member and moderate the panel, Roles Played and Issues Faced by Financial Advisors in Today's Deals, at the Twenty-First Annual Corporate Law Institute at Tulane University Law School, New Orleans, April 2-3, 2009.  Joining Rick is co-moderator Eileen... Continue Reading

Morris Nichols corporate law and M&A partner Frederick Alexander will speak on the panel Recent Developments in Delaware Corporate Law at the Delaware Business Law Forum on March 7, 2009, hosted by the Widener University School of Law, Wilmington, Delaware, and sponsored by the American Bar Association Section of Business Law. The Forum... Continue Reading

Morris Nichols corporate law and M&A partner Frederick Alexander will serve as a faculty member on the panel, The Special Committee: Not Just Window Dressing, at the Practicing Law Institute’s seminar Going Private: Doing It Right 2009 in New York City, February 26, 2009.  Joining Rick are Richard Climan of Cooley Godward and Ethan... 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 12-13, in Dallas, Texas on a panel entitled: The Ins and Outs In Drafting MAC Clauses, Termination Rights and Other Heavily Litigated Provisions in Transactional Agreements.  Joining them on the... Continue Reading

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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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Shareholder activism is everywhere. In May, hedge fund Jana Partners pushed Whole Foods Market to overhaul its board, fix its operations and pursue “all avenues to shareholder value creation,” following a slump in its share price and stiff...

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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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The New York Times recently took issue with Rex Tillerson, the President-elect’s nominee for Secretary of State, and the current CEO of ExxonMobil. Why? “Tillerson Put Company’s Needs Over U.S. Interests,” accused the front page headline. The...

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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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A new form of corporate governance — the benefit corporation model — has been adopted in 31 U.S. jurisdictions, including Delaware, and on the international scene. Benefit corporation statutes allow corporations to opt into a governance model...

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Frederick H. Alexander, “Delaware Public Benefit Corporations: Widening the Aperture to Broaden the Corporate Mission,” The Journal of Applied Corporate Finance (forthcoming)

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Frederick H. Alexander, “Mission Alignment and Benefit Corporations: Requiring Companies to Build Value for All Stakeholders,” 2016 ICGN Yearbook, (forthcoming)

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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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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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