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Delaware

  • May 1, 2018

    M&A Attys Must Get Creative As Appraisal Suits Get Tougher

    Recent decisions in the Delaware Chancery and Supreme courts on appraisal lawsuits suggest that shareholders who claim they deserve more money in a deal are fighting an uphill battle, highlighting the need for nimble attorneys who understand when a suit is likely to backfire and can provide clients with other options.

  • May 1, 2018

    Nighthawk Energy Files For Chapter 11, Lines Up Asset Sale

    Nighthawk Energy PLC filed for Chapter 11 protection on Monday in Delaware bankruptcy court after defaulting on a $21 million loan, with plans to quickly sell off its assets in Colorado’s DJ Basin to an unidentified buyer.

  • May 1, 2018

    Del. To Test Mileage User Fee To Replace Fuel Tax

    The Delaware Department of Transportation announced on Tuesday the launch of a three-month pilot study to explore the feasibility of replacing the state's current fuel tax with a mileage-based user fee.

  • May 1, 2018

    Gibson Brands Opens $500M Ch. 11 Restructuring In Del.

    Gibson Brands Inc., the well-known maker of Gibson guitars and Baldwin pianos, moved for a change of tune in Delaware bankruptcy court early Tuesday, opening a Chapter 11 reorganization that the company said will trim its $500 million debt while money-losing, nondebtor foreign affiliates liquidate.

  • April 30, 2018

    Ex-Worker Says Winn-Dixie Ch. 11 Plan Strips Class Rights

    A former employee of a Louisiana Winn-Dixie grocery store objected Monday in Delaware to the proposed Chapter 11 plan of the store's parent company, saying the plan would impair her claims and the claims of other workers pursuing a class action for unpaid overtime in federal court.

  • April 30, 2018

    3rd Circ. OKs Sentence For ICE Agent Who Sold Docs For Sex

    A New Jersey federal court did not err by declining to further reduce a remorseful former federal immigration officer’s prison sentence after a jury convicted him of trading sex and cash for worker authorization documents, the Third Circuit held on Monday.

  • April 30, 2018

    CST Ch. 11 Dismissal Granted Pending Timing Issues

    The Chapter 11 cases of bankrupt storage tank maker CST Industries Holdings Inc. will be dismissed after the debtor successfully argued Monday in Delaware that there are no assets left in the estate to administer, leaving only applications for professional fees to be decided by the court.

  • April 30, 2018

    Pfizer, Insurer Duel Over Venue For $30M Coverage Fight

    Pfizer Inc. and North River Insurance Co. on Friday sparred over whether Delaware or New York is the proper venue for their dispute over coverage for a $400 million shareholder suit over off-label marketing.

  • April 30, 2018

    Weinstein Claims TWC Ch. 11 Sale Rush May Mingle Assets

    Entertainment producer Harvey Weinstein, who has been accused of sexual assault and misconduct, charged Monday that The Weinstein Co. is pushing toward an all-asset bankruptcy auction in Delaware on Friday without proving ownership of all assets to be sold, including his own.

  • April 30, 2018

    3rd Circ. Won't Rethink Ruling In Birth Control Mandate Battle

    The Third Circuit on Friday said it won’t rehear an August split panel decision that found individual employees can’t claim the contraceptive mandate of the Affordable Care Act violates their rights under the Religious Freedom Restoration Act.

  • April 27, 2018

    Taxation With Representation: Wachtell, Gibson, Baker

    In this week’s Taxation With Representation, Quality Care Properties, Welltower and Promedica cooperated on a $2 billion deal, EQT Midstream Partners and Rice Midstream Partners agreed on a $2.4 billion merger, Searchlight Capital Partners LP paid $2 billion to take Mitel private and CenterPoint Energy acquired Vectren for $6 billion.

  • April 27, 2018

    NYC Plugs Its $9B Media Biz As Weinstein Co. Sale Looms

    Wary of losing part of New York City’s $9 billion film and television industry when disgraced filmmaker Harvey Weinstein’s empire goes up for a Delaware bankruptcy auction May 4, Mayor Bill de Blasio’s entertainment office fired off a gender-focused plug for the city on Thursday.

  • April 27, 2018

    Weinstein's Doc Demand Not About Ch. 11 Case, Studio Says

    Bankrupt movie studio The Weinstein Co. objected Friday to a demand from its former CEO Harvey Weinstein for the production of a wide array of corporate documents, saying the requested materials have nothing to do with the Chapter 11 cases and are instead designed to avoid denials of the documents in other courts.

  • April 27, 2018

    3rd Circ. Upholds Enviro Co. Founder’s Tax Fraud Sentence

    Denying a sixth consecutive continuance did not deprive the founder of an environmental services company of due process rights, especially when he engaged in dishonest behavior and failed to follow his plea agreement during the five previous extensions, a Third Circuit panel ruled Thursday.

  • April 27, 2018

    NY Leads Group Opposing EPA's Clean Power Plan Repeal

    New York and other state and local governments objected Thursday to the U.S. Environmental Protection Agency's proposal to repeal the Obama-era Clean Power Plan for fighting climate change, arguing the EPA must set limits on carbon pollution.

  • April 27, 2018

    Pa. Court Flubbed 'Willfulness' In Tax Case, 3rd Circ. Told

    The U.S. government has urged the Third Circuit to reverse a Pennsylvania federal judge’s decision to let a pharmaceutical CEO duck a nearly $1 million tax penalty over an undisclosed Swiss bank account, arguing the lower court wrongly raised the bar for showing willful conduct.   

  • April 27, 2018

    A. Schulman Investor Sues Over $2.25B LyondellBasell Deal

    A. Schulman Inc.'s board of directors misled shareholders about a $2.25 billion deal to sell the company to chemicals and refining giant LyondellBasell by hiding details of the acquisition, according to an investor's suit against the specialty plastics supplier in Delaware federal court.

  • April 27, 2018

    Tesla Can't Appeal Green Light For Suit Over SolarCity Tie-Up

    A request from Tesla Motors Inc. for an appeal of a Delaware Chancery Court judge’s decision allowing a shareholder suit over the carmaker’s $2.6 billion acquisition of SolarCity Corp. was denied Friday by the same judge, who said that it would be inappropriate to stall the litigation.

  • April 27, 2018

    As Suniva Ch. 11 Hopes Dim, Second Creditor Seeks Sale

    Saying that bankrupt solar panel maker Suniva Inc. has no plan or prospect for restructuring, a second major creditor is eyeing a collateral sale, seeking approval late Thursday to sell $8 million worth of Suniva equipment and intellectual property listed as collateral for its $15 million claim.

  • April 27, 2018

    3rd Circ. Probes Cost Of Gridlock In GWB Scandal Appeals

    The Third Circuit has called on prosecutors to spell out the evidence presented to jurors showing that gridlock at the George Washington Bridge came at a cost above the threshold needed to sustain the criminal convictions of two former public officials in a political revenge scheme.

Expert Analysis

  • How Regulatory Power Is Moving To The States

    Ashley Taylor

    Despite the current momentum of federal deregulation, state agencies are buttressing consumer protections and ensuring there is no lapse in enforcement. State attorneys general are leading a charge into the perceived vacuum where federal agencies have retreated. The decentralization of oversight demands a more strategic, proactive approach to compliance, says Ashley Taylor of Troutman Sanders LLP.

  • Changes To Rule 23 Are Coming, Are You Prepared?

    Niki Mendoza

    Proposed amendments to the Federal Rules of Civil Procedure Rule 23, which governs class actions, are set to take effect on Dec. 1, 2018, pending approval. The amendments would significantly alter class action litigation procedure from notice to settlement, says Niki Mendoza of Garden City Group LLC.

  • Personal Jurisdiction In 3rd Circ. After 'Shuker'

    David Currie

    While much of the Third Circuit's recent opinion in Shuker v. Smith & Nephew is devoted to federal preemption of certain state law claims, the consequences of the court's treatment of personal jurisdiction may reach even further, says David Currie of Vinson & Elkins LLP.

  • Choice-Of-Law Takeaways From Dole Insurance Dispute

    Kevin LaCroix

    The insurance coverage litigation arising from the settlement of the shareholder claims filed in connection with Dole Food’s 2013 going-private transaction continues to grind on, and the latest ruling could be helpful for companies seeking to argue that Delaware law should govern the interpretation of their insurance policies, says Kevin LaCroix of RT ProExec.

  • Lawyering A La Carte: Unbundled Dispute Resolution Services

    David Wallace

    There's no reason for limiting unbundled legal services to family law or even pro se litigants. Wider adoption, especially by litigators, presents an opportunity to correct law's distribution and pricing problem, to make justice practically available to all, and to dethrone litigation as the "sport of kings," says New York-based trial lawyer David Wallace.

  • You’re Perfect, Now Change: Perfectionism Hurts Lawyers

    Peter Norman

    Like medical professionals, lawyers often resist policies to reduce errors due to the culture of perfectionism that permeates the industry. Autonomy is key to the legal professional's prestige and the outward demonstration of competence is key to maintaining autonomy, says Peter Norman of Winnieware LLC.

  • Opinion

    Grassley, Feinstein Debate Judicial Vetting, Obstruction

    Sen. Chuck Grassley

    It is undisputed that in his first year in office President Trump was able to confirm a significant number of judges to the federal bench. How it happened — and whether it's a good thing — are debated here by Sen. Chuck Grassley, R-Iowa, and Sen. Dianne Feinstein, D-Calif.

  • Delaware Court Weighs In On Board Deliberation Disclosures

    Brad Davey

    The Delaware Supreme Court's decision in Appel v. Berkman represents the first time the court has reversed the Court of Chancery's dismissal based on stockholder approval of a transaction pursuant to Corwin v. KKR. This decision raises important questions regarding the required disclosure of board deliberations, say Brad Davey and Matthew Belger of Potter Anderson Corroon LLP.

  • 3rd Circ. Gets It Partly Right On Component Preemption

    Michelle Hart Yeary

    The recent Third Circuit opinion in Shuker v. Smith & Nephew got the most important issue right — when you have a multicomponent medical device, premarket approval preemption is to be addressed on a component-by-component basis. This is an important question, because surgeons engaging in off-label use do mix and match parts with different regulatory backgrounds, says Michelle Yeary of Dechert LLP.

  • Appraisal Takeaways From AOL

    Scott Barshay

    One lesson from the Delaware Chancery Court’s recent decision in the AOL appraisal case is that if the deal process, deal protections and informational disparities among potential purchasers sufficiently preclude the emergence of other bidders, deal price will not warrant deference in the court’s determination of fair value, say attorneys with Paul Weiss Rifkind Wharton & Garrison LLP.