Francis Pileggi

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This post was prepared by Frank Reynolds, who has been following Delaware corporate law, and writing about it for various legal publications, for over 30 years.

The Delaware Court of Chancery recently ruled that SmileDirectClub Inc. investors did not have derivative standing to charge that their stock value was disloyally devalued by their directors’ excessively-priced…

The Delaware Court of Chancery recently provided a nearly book-length tutorial on the law of statutory appraisal in Delaware in a 132-page post-trial decision styled In re Appraisal of Regal Entertainment Group, Cons. C.A. No. 2018-0266-JTL (Del. Ch. May 13, 2021). The court held that the proper price was the deal price, adjusted to eliminate…

A common type of business litigation case in Delaware involves post-closing purchase price adjustments, a variation of often-litigated earn-out disputes. Many agreements for the sale of a business include a provision that appoints an independent accounting firm to resolve disputes regarding a determination post-closing of working capital as of the closing date, for example, which…

This post was prepared by Frank Reynolds, who has been following Delaware corporate law, and writing about it for various legal publications, for over 30 years.

Delaware’s Court of Chancery recently threw out an attempt to undermine activist investor Carl Icahn’s claim of business judgment protection under the seminal MFW ruling for his buyout of…

In the matter of Patel v. Duncan, C.A. No. 2020-0418-MTZ (Del. Ch. May 17, 2020), the Court of Chancery addressed whether a party was indispensable for purposes of Court of Chancery Rule 19(a), and held that the case would not proceed until those parties were added. Anyone needing to know the latest iteration of Delaware…