‘Enforcement 40’ for 2020
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Join the Securities Litigation and Enforcement Group on LinkedInGuest Post: Merger Objection Lawsuits Getting Tougher for Plaintiffs’ Attorneys | The D&O Diary
In the nearly three years since the Delaware Court of Chancery first signaled its hostility to the proliferation of so-called disclosure-only merger lawsuits (culminating in the landmark In re Trulia, Inc. Stockholder Litigation decision), the sector has undergone considerable turmoil. (See my previous blog post.) In 2015, the first year impacted by the Delaware court’s change […]
What’s Really Happening in Securities Litigation? A Tale of Two Bars | New York Law Journal
Once upon a time, courts might wink and nod at “merger objection” cases and cooperate in their settlement. But with these cases now approaching 50 percent of all securities class actions, this “business-as-usual” approach cannot (and should not) continue. As a result, this may be the best of times for the established plaintiff’s bar in […]
N.Y. judge rejects ‘worthless’ disclosure-only deal in M&A class action
If you thought the New York state appeals court assured the future of the M&A plaintiffs’ bar last year when it bucked Delaware precedent and said shareholder lawyers deserve to be awarded fees for forcing defendants to cough up minimally useful new disclosures, you’d better read a new opinion by New York State Supreme Court […]
Is Deal Litigation in Delaware Done? | The D&O Diary
As documented on this site (for example, here and here) and elsewhere, deal litigation has been shifting from Delaware Chancery Court to courts in other states and to federal courts. This shift is largely the result of two Delaware court decisions, the Delaware Supreme Court’s 2015 decision in Corwin v. KKR Financial Holdings LLC (here) […]
A “Tidal Wave of Change” in Merger Objection Litigation | The D&O Diary
In response to concerns that virtually every merger transaction was attracting at least one lawsuit, Delaware’s legislature and judiciary acted to try to cut down on the merger objection litigation in the state’s courts. In 2015, Delaware’s legislature adopted a provision expressly allowing corporations organized under the state’s law to adopt bylaw provisions designating Delaware’s […]
Posner opinion blasts class actions that are ‘no better than a racket’
“In this case the benefit for the class was not meager; it was nonexistent,” Posner wrote. “The type of class action illustrated by this case—the class action that yields fees for class counsel and nothing for the class—is no better than a racket. It must end. No class action settlement that yields zero benefits for […]
Delaware Merger Objection Lawsuit Filings Decline in Response to Chancery Court’s Rejection of Disclosure-Only Settlements | The D&O Diary
As I have noted in recent posts, several members of the Delaware Court of Chancery have made it clear that they are increasingly skeptical of disclosure-only settlements in merger objection lawsuits. It now appears that the Chancery Court rulings are starting to have an impact at the supply end of the food chain; according to […]
Dole C.E.O. and Aide Found Liable for $148 Million in Buyout – The New York Times
The judge found on Thursday that Mr. Murdock, the company’s chief executive, and a top lieutenant fraudulently drove down the company’s stock price so he could buy the business at a cheaper price in its 2013 leveraged buyout. In his opinion, Vice Chancellor J. Travis Laster of the Court of Chancery in Delaware ordered Mr. […]
The Beginning of the End of the Merger Objection Lawsuit Curse? | The D&O Diary
One of the great curses of the corporate litigation environment in recent years has been the proliferation of merger objection suits, the incidence of which has gotten to the point that now just about every large merger deal draws at least one lawsuit, and sometimes several. However, if recent developments in the Delaware Chancery Court […]
The beginning of the end of ‘deal tax’ litigation boom? — On the Case
If it had just been Vice Chancellor Travis Laster of Delaware Chancery Court sounding off about the blight of so-called deal tax M&A suits, the Delaware bar might have been able to chalk up this week’s developments to the judge’s occasional tendency to rile the complacent. But it isn’t just Laster. Something is afoot in […]