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Publication Date: 2018-07-11
Practice Area: Corporate Governance | Mergers and Acquisitions
Industry: Technology Media and Telecom
Court: Court of Chancery
Judge: Vice Chancellor Glasscock
Attorneys: For plaintiff: Ned Weinberger and Thomas Curry, Labaton Sucharow LLP, Wilmington, DE; March Lebovitch, Edward Timlin, John Vielandi, and David MacIsaac, Bernstein Litowitz Berger & Grossman LLP, New York, NY; Vincent R. Cappucci and Joshua K. Porter, Entwistle & Cappucci LLP, New York, NY, attorneys for plaintiffs
for defendant: Rudolf Koch, Kevin M. Gallagher, Sarah A. Clark, and Anthony M. Calvano, Richards, Layton & Finger, P.A., Wilmington, DE; William Ohlemeyer, Edward Normand, and Jason Cyrulnik, Boies Schiller Flexner LLP, Armonk, NY; Kevin G. Abrams, Michael A. Barlow, and April M. Kirby, Abrams & Bayliss, Wilmington, DE; Greg A. Danilow, Seth Goodchild, and Thomas G. James, Weil, Gotshal & Manges LLP, New York, NY, attorneys for defendants.
Case Number: D68207
Claim that controlling stockholder improperly used influence to acquire company asset in exchange for approving sale of the company was a direct claim that could be brought by stockholders since they would have received consideration for the asset but for the controller's conduct.
June 12, 2018 | Delaware Business Court Insider
The Delaware Court of Chancery has set an October trial date in CBS Corp.'s legal battle with controlling shareholder Shari Redstone for control of the media giant.
1 minute read
May 23, 2018 | Delaware Business Court Insider
CBS on Wednesday defended a board vote that sharply reduced the voting power of Shari Redstone, its controlling stockholder, filing an amended complaint that her bid to block the move was "inequitable and invalid" and arguing that it acted to preserve the discretion of independent directors.
1 minute read
May 16, 2018 | Delaware Business Court Insider
A Delaware Court of Chancery judge on Wednesday ordered a brief standstill in CBS Corp.'s lawsuit against Shari Redstone, but promised a decision on the merits of the case Thursday, just ahead of a planned board meeting to dilute the voting power of the company's controlling shareholder.
1 minute read
May 14, 2018 | Delaware Business Court Insider
CBS Corp. on Monday sued to stop controlling stockholder Shari Redstone from pursuing a merger with Viacom, amid fears that she could act quickly to oust the CBS board and force a deal that CBS claims would irreparably harm the company and its investors.
1 minute read
Publication Date: 2018-03-21
Practice Area: Corporate Governance | Mergers and Acquisitions
Industry: Real Estate
Court: Court of Chancery
Judge: Vice Chancellor Slights
Attorneys: For plaintiff: Stuart M. Grant, Cynthia A. Calder, Nathan A. Cook, and Michael T. Manuel, Grant & Eisenhofer P.A., Wilmington, DE; Jason M. Leviton and Bradley Vettraino, Block & Leviton LLP, Boston, MA, attorneys for plaintiffs;
for defendant: Stephen C. Norman, Kevin R. Shannon, and Jaclyn C. Levin, Potter Anderson & Corroon LLP, Wilmington, DE; Andrew W. Stern, Jon W. Muenz, and Leah R. Milbauer, Sidley Austin LLP, New York, NY; Kevin G. Abrams, Daniel R. Ciarrocki, Matthew L. Miller, Abrams & Bayliss, LLP, Wilmington, DE; John A. Neuwirth, Seth Goodchild, Evert J. Christensen, Matthew S. Connors, Weil, Gotshal & Manges LLP, New York, NY, attorneys for defendants.
Case Number: D68080
Stockholders breach of fiduciary duty claims arising from merger transaction with alleged controlling minority stockholder brought against board and alleged controller failed where allegations insufficient to find that alleged controller exerted control or dominance over board or directors or special committee designated to negotiate merger.
March 13, 2018 | Delaware Business Court Insider
The Delaware Court of Chancery has rejected a challenge to Brookfield Asset Management Inc.'s role in its $2.8 billion acquisition of Rouse Properties, finding that plaintiffs had failed to show that Rouse's largest investor had driven the deal in its favor.
1 minute read
Publication Date: 2018-02-28
Practice Area: Contractual Disputes | Corporate Entities
Industry: Real Estate
Court: Court of Chancery
Judge: Vice Chancellor Laster
Attorneys: For plaintiff: Kenneth J. Nachbar, John P. DiTomo and Elizabeth A. Mullin for plaintiffs
for defendant: Stephen B. Brauerman, Sara E. Bussiere, Scott A. Edelman and Alan J. Stone for defendant.
Case Number: D68061
Plaintiffs were entitled to advancement for legal fees incurred on their behalf in civil lawsuits.
November 29, 2017 | Delaware Business Court Insider
Since 'Trulia', there has been a decline in Delaware in the number of run-of-the-mill challenges to nearly every public company merger transaction. But while the volume of merger litigation in Delaware has been on the decline, there has been a noticeable surge in filings in other jurisdictions, particularly federal courts.
1 minute read
November 13, 2017 | New York Law Journal
John A. Neuwirth, Joshua S. Amsel, Christine T. Di Guglielmo and Evert J. Christensen Jr. write: Since 'Trulia', there has been a decline in Delaware in the number of run-of-the-mill challenges to nearly every public company merger transaction. But while the volume of merger litigation in Delaware has been on the decline, there has been a noticeable surge in filings in other jurisdictions, particularly federal courts.
1 minute read
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