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
As we recently wrote here, on December 29, 2019, just days before California’s new arbitration stat...
Read More >
Female Manager Repeatedly Propositioned and Touched Young, Male Employee, Then Retaliated When He Co...
Read More >
Digital drives deals in every sector, ensuring tech is a primary focus of M&A across the board—even...
Read More >
In a closely watched decision, Intel Corporation Investment Policy Committee v. Sulyma, Slip Op. No....
Read More >
2020 has been a year of two very distinct halves but signs of recovery give grounds for optimism.......
Read More >
Why is this question so common? For the construction industry, the uncertain economic climate can m...
Read More >