Linked is the First Quarter 2016 edition of the Ropes & Gray M&A Newsletter. Topics addressed in this edition include:
News from the Courts
- Court of Chancery Applies Entire Fairness Standard to Commercial Arrangement with Controlling Stockholder
- Delaware Court Affirms that Entire Fairness is Operative Standard of Review for Controlling Stockholder Transaction that Did Not Satisfy MFW Factors
- Court of Chancery Requires Affirmative Contractual Statement by Buyer Disclaiming Reliance on Extra-Contractual Representations in Context of a Merger Agreement to Bar Buyer’s Claim
- Court of Chancery Applies Different Levels of Judicial Scrutiny to Different Actions Taken by Board in Response to Activist Stockholder
- Court of Chancery Provides Guidance as to Information Demands by Corporate Stockholders and LLC Members/Managers
- Delaware Court Continues to Scrutinize Disclosure-Only Settlement Cases
- Federal Court Rejects Disclosure Claim Concerning Financial Advisor’s Premiums Paid Analysis
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