Revlon Duties and “No Shop” Clauses

Posted on June 17, 2007 by Francis Pileggi

Professor Bainbridge here provides an analysis on his blog of the applicability of the Revlon duties of a director (which he describes as a mere extension of Unocal ) in the context of a hypothetical situation where a board is confronted with an unsolicited offer. It is a fairly thorough treatment of the applicability of Revlon  in certain situations. The good professor also wonders aloud why the Delaware Supreme Court appears hostile to "no shop" clauses.