X
17Sep

Chancery Rules Failure to Disclose “Intrinsic Value” Precludes Corwin Defense – But Does Not Necessarily Suggest a Breach of the Duty of Loyalty

In In re USG Corp. S’holder Litig., 2020 WL 5126671 (Del. Ch. Aug. 31, 2020), the Court of Chancery granted the director-defendants’ motions to dismiss post-closing money damages claims arising out of the sale of USG Corporation (“USG”) for less than what USG’s directors allegedly thought was its intrinsic value. Although the failure to disclose such “intrinsic value” prevented dismissal under Corwin v. KKR Financial Holdings, LLC, 125 A.3d 304 (Del. 2015), Vice Chancellor Sam Glasscock III held...
By: Morris James LLP
Source Url: https://www.jdsupra.com/legalnews/chancery-rules-failure-to-disclose-65873/

Related

Proposed Regulations Provide Additional Guidance on Individual Coverage HRAs

The U.S. Department of the Treasury has issued proposed regulations addressing how individual covera...

Read More >

[Video] Converge19- UB Ciminieri and Joe Thurman on The Code of Curiosity: Breaking the Bias

CONVERGE19 is in its 4th year of bringing together the world’s leading companies for 2 days of dyna...

Read More >

The current oil and gas environment: Buying distressed oil and gas assets

Following the success of our three-part webinar series produced together with Houlihan Lokey in Spri...

Read More >

DOL releases new e-disclosure rule

The Department of Labor (DOL) proposed a new rule to allow retirement plan disclosures to be posted ...

Read More >

As the Holidays Approach, the Latest Wave of ADA Cases Challenge the Absence of Braille Gift Cards

While the seemingly endless wave of website accessibility cases filed by serial plaintiffs shows no ...

Read More >

[Webinar] 2020 Family Office Tax Roundtable - October 21st, 11:00 am - 2:00 pm PDT

McDermott Will & Emery’s Family Office Tax Roundtable provides participants with an interactive vir...

Read More >