The Delaware Court of Chancery was mentioned in an editorial on the opinion page of The Wall Street Journal today in connection with a decision by Judge Posner of the U.S. Court of Appeals for the 7th Circuit in which he rejected a “disclosure only” settlement. In re Walgreen Co. Stockholder Litigation, No. 15-3799, opinion (7th Cir. Aug. 10, 2016). Readers of these pages are familiar with the Chancery decision earlier this year in the case of In Re Trulia Stockholder Litigation, and other relatively recent Delaware opinions in which the Court of Chancery made it much more difficult to obtain court approval for stockholder class actions in which the benefit to the class was additional disclosure about the terms of the deal that was being challenged. Indeed, Judge Posner quoted from the Trulia opinion, and relied on its reasoning in denying the proposed settlement and attorneys’ fees in the Walgreen case.
Recent reports indicate that the number of suits challenging deals valued at over $100 million has declined from a high of over 90% of deals to a substantially lower percentage, post-Trulia. The Chancery Daily provides a fuller analysis and more detailed commentary in its recent editions.