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
Construction contracts often include a “no damage for delay” clause that denies a contractor the r...
Read More >
The Centers for Disease Control and Prevention recently published interim guidance for businesses an...
Read More >
Outlook for This Week in the Nation’s Capital - Recess. Congress is in recess until December 2 for...
Read More >
Construction disputes (as with any matters in litigation) rarely make it to trial. Matters typically...
Read More >
Because the Nissan leadership scandal is about as well-contained as Chernobyl in the early days [tha...
Read More >
Amid growing scrutiny of foreign investments in the United States, the role of strategic advocacy ha...
Read More >