Mergers and Acquisitions
SPONSORED BY KLDISCOVERY: New Hart-Scott-Rodino (HSR) rules, mounting pressure, and too few hours in the day. Here’s how top legal teams are staying ahead with smarter workflows and scalable solutions.
The Delaware court applies an “entire fairness standard” but still dismisses the shareholder suit, finding no plausible claim of an unfair price in the challenged acquisition.
Read how the court applied the business judgment rule, rejecting claims of conflicts in a private equity sale and affirming no unfair benefit to the controlling sponsor.
Read more about how the Delaware Supreme Court recently overruled a lower court in a case involving Tripadvisor’s decision to reincorporate from Delaware to Nevada.
Discover how Verdun Oil’s failure to comply with the HSR Act and regulations regarding pre-closing control transfers in mergers cost it a record $5.6M penalty.
Learn why the recently blocked Kroger-Albertsons deal provides valuable lessons about how to handle antitrust risks in M&A agreements, especially “hell or high water” clauses and divestments.
Explore a Delaware Court decision that questions reliance on a purchase agreement clause to bar extra-contractual misrepresentation claims.
Understand more about why the FTC blocked the proposed merger, citing harm to competition, and the court agreed, relying on traditional antitrust principles.
Read more about this FCPA case, which highlights the critical need for swift, effective post-acquisition compliance to prevent corruption risks and protect companies from costly violations.
Understand the key components of a well-drafted merger agreement and how it ensures both parties understand their rights and obligations.
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