X
22Dec

Delaware Court Nixes Deal Due to Seller’s Failure to Operate in “Ordinary Course” During COVID-19

The decision leaves the door open for buyers to argue that inflexible ordinary course covenants can provide a basis to terminate a transaction in which a seller does not suffer an MAE. Key Points: ..The Delaware Court of Chancery’s ruling illuminates how other courts may analyze pre-closing operational covenants following business disruptions due to the pandemic. ..The court reaffirmed the high bar to establish an MAE, holding that a carveout to an MAE definition need not expressly include...
By: Latham & Watkins LLP
Source Url: https://www.jdsupra.com/legalnews/delaware-court-nixes-deal-due-to-seller-86706/

Related

Employment Arbitration Agreements in California Hang by a Thread

On October 10, 2019, Governor Newsom signed AB 51, codified as Labor Code section 432.6, which prohi...

Read More >

[Audio] 31 Days to a More Effective Compliance Program - Day 30 | What is a root cause analysis?

One of the biggest changes in the 2020 FCPA Resource Guide is the addition of a new Hallmark, entitl...

Read More >

CFIUS annual report highlights spike in filings and scrutiny of Chinese investments

The Committee on Foreign Investment in the United States (CFIUS or the committee), a U.S. government...

Read More >

Zoning Nuances for Energy Storage Development in New York City that Every Developer Should Know

New York’s statewide energy storage goal of 3,000 megawatts (MW) by 2030, with an interim objective...

Read More >

Retail M&A focuses on the essentials in 2020

Global retail M&A value increased year on year, as appetite for supermarket and convenience store as...

Read More >

California Employment Law Notes - November 2019

Court Upholds Whistleblower Verdicts In Favor Of Fired Parking Ticket Hearing Examiners - Hawkins ...

Read More >