'Poison Puts' Under Fire After Strine's SandRidge Ruling

Law360, New York (March 18, 2013, 6:50 PM EDT) -- A recent Delaware Chancery Court ruling that boards can't use the threat of change-of-control provisions in their debt documents to thwart a proxy contest may raise another question, lawyers say: Should those provisions be there in the first place?

Chancellor Leo Strine ruled March 8 that SandRidge Energy Inc. couldn't refuse to approve a hedge fund's board nominees simply because its directors thought they were better suited to keep running the company. In doing so, he ripped SandRidge's claims that replacing its board — as TPG-Axon...
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