• XRI Inv. Holdings LLC v. Holifield

    Publication Date: 2024-08-06
    Practice Area: Corporate Governance
    Industry: Energy | Investments and Investment Advisory
    Court: Court of Chancery
    Judge: Vice Chancellor Laster
    Attorneys: For plaintiff: A. Thompson Bayliss, Samuel D. Cordle, Eric A. Veres, Abrams & Bayliss LLP, Wilmington, DE; Angela C. Zambrano, Yolanda Cornejo Garcia, Margaret Hope Allen, Sidley Austin LLP, Dallas, TX; Robin Wechkin, Sidley Austin LLP, Issaquah, WA for plaintiff.
    for defendant: Michael W. McDermott, Richard I. G. Jones, Jr., David B. Anthony, Zachary J. Schnapp, Berger McDermott LLP, Wilmington, DE for defendants.

    Case Number: 2021-0619-JTL

    Breach of LLC agreement's no-transfer provision was willful where member was charged with knowledge of the provision and knew that transferring his units was a critical part of a loan transaction he was attempting to close, as the member merely reasonably believed that the LLC would not object to the transaction.

  • Gurney-Goldman v. Goldman

    Publication Date: 2024-07-30
    Practice Area: Corporate Governance
    Industry: Real Estate
    Court: Court of Chancery
    Judge: Vice Chancellor Laster
    Attorneys: For plaintiff: Michael A. Barlow, Quinn Emanuel Urquhart & Sullivan, LLP, Wilmington, DE; S. Michael Blochberger, Abrams & Bayliss LLP, Wilmington, DE; Michael B. Carlinsky, David E. Myre, Ryan A. Rakower, Caitlin E. Jokubaitis, Quinn Emanuel Urquhart & Sullivan, LLP, New York, NY; Paul J. Loughman, Robert M. Vrana, Michael A. Laukaitis II, Young Conaway Stargatt & Taylor, LLP, Wilmington, DE; Mitchell Geller, Jasmine S. Chean, Holland & Knight LLP, New York, NY for plaintiffs.
    for defendant: Rudolf Koch, Daniel E. Kaprow, Morgan R. Harrison, Richards, Layton & Finger, P.A., Wilmington, DE; Jason Cyrulnik, Paul Fattaruso, Cyrulnik Fattaruso LLP, New York, NY for defendant.

    Case Number: 2023-1124-JTL

    Lack of formal identification of managers meant that LLC operating family business was a member-managed entity, although deceased family member's LLC interest became an assignee interest held by his estate.

  • September 15, 2023 | Litigation Daily

    Litigator of the Week Runners-Up and Shout Outs

    When a $1 billion, top 20 all-time securities settlement is among the runners-up, you know it's been a crazy week.

    9 minute read

  • XRI Inv. Holdings LLC v. Holifield

    Publication Date: 2022-09-27
    Practice Area: Corporate Governance
    Industry: Investments and Investment Advisory
    Court: Court of Chancery
    Judge: Vice Chancellor Laster
    Attorneys: For plaintiff: A. Thompson Bayliss, John M. Seaman, Eric A. Veres, Daniel J. McBride, Abrams & Bayliss LLP, Wilmington, DE; Margaret H. Allen, Yolanda C. Garcia, Angela C. Zambrano, Sidley Austin LLP, Dallas, TX for plaintiff.
    for defendant: Michael W. McDermott, Richard I. G. Jones, Jr., David B. Anthony, Zachary J. Schnapp, Berger Harris LLP, Wilmington, DE for defendants.

    Case Number: 2021-0619-JTL

    Though the LLC agreement's provisions required declaring the transfer of member interest void ab initio, case law might need to be reconsidered to allow courts of equity to consider equitable defenses to breach of contract claims.

  • Garfield v. Allen

    Publication Date: 2022-06-07
    Practice Area: Corporate Entities
    Industry: Investments and Investment Advisory | Retail
    Court: Court of Chancery
    Judge: Vice Chancellor Laster
    Attorneys: For plaintiff: Brian Farnan, Michael J. Farnan, Farnan LLP, Wilmington, DE; Steven J. Purcell, Douglas E. Julie, Robert H. Lefkowitz, Anisha Mirchandani, Purcell Julie & Lefkowitz LLP, New York, NY for plaintiff.
    for defendant: Brian M. Rostocki, Benjamin P. Chapple, Justin M. Forcier, Reed Smith LLP, Wilmington, DE; William M. Regan, Allison M. Wuertz, Hogan Lovells US LLP, New York, NY for defendants.

    Case Number: D69838

    Stockholder alleged sufficient claim of breach of fiduciary duty by board in claiming that he had notified board that an officer's equity compensation award violated the express limitations of the company's plan and the board took no action to rectify the error.

  • May 7, 2021 | Litigation Daily

    Litigators of the Week: The White & Case Duo Who Beat Back Cigna's Bid for a $1.85B Breakup Fee in Ill-Fated Anthem Merger

    Glenn Kurtz, the global head of commercial litigation at White & Case, and partner Claudine Columbres got a two paragraph ruling from the Delaware Supreme Court this week that brought an end to four years of high stakes litigation between the two health insurance giants.

    1 minute read

  • P.C. Connection, Inc. v. Synygy Ltd.

    Publication Date: 2021-02-03
    Practice Area: Contractual Disputes
    Industry: Retail | Software
    Court: Court of Chancery
    Judge: Vice Chancellor Laster
    Attorneys: For plaintiff: Daniel A. Griffith, Whiteford Taylor Preston LLC, Wilmington, DE; Christopher H.M. Carter, Daniel M. Deschenes, Laurel M. Gilbert, Hinkley Allen & Snyder LLP, Manchester, NH for plaintiff.
    for defendant: Andrew S. Dupre, Brian Lemon, Stephanie H. Dallaire, McCarter & English, LLP, Wilmington, DE for de-fendants.

    Case Number: D69284

    The court granted plaintiff's request for a preliminary injunction, but only for long enough to provide a transition period in which plaintiff could obtain replacement services.

  • City Trading Fund v. Nye

    Publication Date: 2018-02-27
    Practice Area: Class Actions | Corporate Governance | Mergers and Acquisitions
    Industry: Manufacturing
    Court: Supreme Court, New York County
    Judge: Justice Shirley Werner Kornreich
    Attorneys: For plaintiff:
    for defendant:

    Case Number: 651668/2014

    Disclosure-Only Settlement Denied; New Disclosures Were Immaterial to Shareholders

  • March 28, 2012 | The American Lawyer

    Big Suits

    U.S. v. Countrywide et al. On February 9, Bank of America Corporation agreed to pay $1 billion to settle a federal probe

    1 minute read

  • May 1, 2012 | Corporate Counsel

    Deals & Suits

    Apollo El Paso Exploration and Production Apollo Global Management, LLC, teamed with Riverstone Holdings LLC and Access Industries, Inc., on a $7.15 billion agreement to buy

    1 minute read