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
Related
Are you familiar with PAGA? Do you have a PAGA claim for unpaid wages filed against you right now? I...
Read More >
The novel coronavirus (COVID-19) has implications for multiple workplace concerns, including health ...
Read More >
Governor Cuomo directed the Empire State Development Corporation (ESD) on March 27, 2020 to update N...
Read More >
The Italian M&A market experienced positive growth in both domestic and cross-border transactions ov...
Read More >
On June 1, 2020, the U.S. Department of Justice (“DOJ”) released updated guidance entitled “Evalu...
Read More >
Ever since the Supreme Court's 2005 decision in Smith v. City of Jackson, plaintiff employment lawye...
Read More >