In a precedential ruling Tuesday, the Third Circuit upheld a ruling in favor of a company that snubbed "sponsor" stockholders' tendered shares as invalid, ruling that the dismissal of the investors' suit over the rejection was proper since the law was silent on a tender offeror's duty to purchase shares.
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WEDNESDAY, FEBRUARY 4, 2026 Law360 iOS App Law360 Android App Follow Law360 on Facebook Follow Law360 on LinkedIn Follow Law360 on Twitter

TOP NEWS

3rd Circ. Says Law Silent On Duty To Pay For Tendered Shares

By P.J. D'Annunzio

In a precedential ruling Tuesday, the Third Circuit upheld a ruling in favor of a company that snubbed "sponsor" stockholders' tendered shares as invalid, ruling that the dismissal of the investors' suit over the rejection was proper since the law was silent on a tender offeror's duty to purchase shares.

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ImmunityBio Stockholder Targets Soon-Shiong In Chancery

By Jarek Rutz

The Delaware Chancery Court on Tuesday heard arguments over whether biotech billionaire Patrick Soon-Shiong and ImmunityBio Inc.'s board breached their fiduciary duties by approving insider financing that allegedly allowed him to secure equity at deeply discounted prices as the company neared regulatory approval for its lead cancer drug.

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Del. High Court Revives Noncompete Over Forfeited Equity

By Jarek Rutz

The Delaware Supreme Court on Tuesday revived a fire and life-safety services company's bid to enforce postemployment restrictive covenants against a former executive, rejecting a lower court's conclusion that those covenants became unenforceable once the executive forfeited his incentive equity after being fired for cause.

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Law360 Seeks Members For Its 2026 Editorial Boards

Law360 is looking for avid readers of our publications to serve as members of our 2026 editorial advisory boards.

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COURT OF CHANCERY

Chancery Slashes Mootness Fee Proposal In Bolt Suit

By Jeff Montgomery

A Delaware vice chancellor on Tuesday pruned to $4.1 million a $7.5 million attorney fee request for litigation that ended with cancellation of more than $37 million in Bolt Financial Group shares used by a company controller to secure a later-defaulted-upon, company-guaranteed loan.

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Insurer Sues In Del. To Block Bausch & Lomb Suit In La.

By Jeff Montgomery

Pointing to dispute resolution terms in an eye care product acquisition, an insurer has sued in Delaware's Court of Chancery for a preliminary injunction barring Bausch & Lomb Americas Inc. and affiliates from pursuing coverage for a suit filed in Louisiana despite an alleged Delaware-only forum restriction.

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Co. Accused Of Threatening Boeing With $31M Demand

By Ganesh Setty

A Connecticut-based aerospace company accused its former subsidiary of threatening to cease certain contracts with Boeing unless the defense giant pays an additional $31 million, telling Delaware's Chancery Court the former subsidiary is risking a "critical" customer relationship.

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THIRD CIRCUIT

3rd Circ. Says Contractor Payments Not Payroll Costs For PPP

By George Woolston

The Third Circuit sided with the Small Business Administration on Tuesday in the case of an IT company seeking full forgiveness of a $7.2 million Paycheck Protection Program loan, ruling that the SBA was within its rights to deny forgiveness because the company's payments to independent contractors did not count as "payroll costs."

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DISTRICT COURT

Pharma Co. Stole Secrets For LSD Medical Trials, Suit Says

By Mike Curley

A clinical trial services company is suing Definium Therapeutics Inc. in Delaware federal court, alleging that it stole trade secrets during Phase 2 trials of LSD treatments for psychiatric disorders, then passed those secrets on to a rival services company for Phase 3 trials.

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Novartis, Sandoz Face New Generic-Drug Price-Fixing Suit

By Abigail Harrison

Adding to sprawling antitrust litigation against pharmaceutical giants, 42 states and territories sued Novartis AG, Sandoz AG and other drug companies in Connecticut federal court Monday, alleging that the companies colluded for years to fix prices and control markets for generic drugs.

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LEGAL INDUSTRY

Habeas Cases Flood Courts After Immigrant Detention Shift

By Jack Karp

Federal courts have been inundated with a flood of cases stemming from the Trump administration's revised approach to the detention of unauthorized immigrants, with judges routinely ruling against the government as immigration attorneys scramble to keep up.

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Baker McKenzie Describes Client Fallout After Assault Claims

By Alison Knezevich

Several clients asked the leader of Baker McKenzie's Washington, D.C., office to stop handling work for them after he was accused of sexual assault, according to a new filing in a defamation case against the former firm associate who made the allegations.

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Goldstein Knew What Was On His Returns, Accountant Claims

By Jared Foretek

The top outside accountant handling tax returns for SCOTUSblog founder Thomas Goldstein and his law firm said Tuesday that Goldstein wasn't forthcoming about his gambling records and that he firmly believed the former U.S. Supreme Court attorney knew what was in his allegedly false tax returns when they were filed.

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Approach The Bench: Judge Yew Warns Of Deepfake Evidence

By Cara Bayles and Steven Trader

After decades on the bench of the Santa Clara County Superior Court, Judge Erica Yew began to regard the future of courtroom evidence with some trepidation, as the rapid evolution of artificial intelligence made it easier to falsify documents, photos and videos.

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4 Attys Sanctioned Over AI Hallucinations In Legal Brief

By Elliot Weld

A Kansas federal judge has issued sanctions against a group of lawyers representing a technology company in a patent dispute and has referred one attorney for disciplinary action over case citations hallucinated by ChatGPT appearing in a legal brief.

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Pretti Killing Highlights Free Speech And Gun Rights Tension

By Marco Poggio

The killing of Alex Pretti, a 37-year-old U.S. citizen and lawful gun owner, by federal immigration enforcement agents in Minneapolis last month brought to the fore a long-standing tension between two constitutional rights that the U.S. Supreme Court has never resolved, legal experts say.

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Floyd Prosecutor, Defense Atty To Represent Pretti's Family

By Lynn LaRowe

The relatives of a Minnesota intensive care nurse killed by ICE agents have secured legal representation from a former federal prosecutor who helped secure the conviction of an ex-police officer in the killing of George Floyd, and a criminal defense attorney coming off a high-profile murder case.

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Feds Fight Cyberstalking Atty's Bid For Pretrial Release

By Adrian Cruz

The U.S. government has asked a Texas federal judge to reject a bid for pretrial release from a currently detained attorney charged with cyberstalking other attorneys at BigLaw firms.

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Queens Defenders Ex-Director Admits Embezzling Over $100K

By Pete Brush

The former longtime head of Queens Defenders copped to a count of fraud conspiracy in Brooklyn federal court Tuesday after prosecutors said she diverted over $100,000 intended for indigent residents and used the money for a lavish lifestyle.

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Analysis

Squires And Stewart's Patent Office, By The Numbers

By Theresa Schliep

The U.S. Patent and Trademark Office has seen sweeping changes under Director John Squires and Deputy Director Coke Morgan Stewart, ranging from pro-patent owner policies at the Patent Trial and Appeal Board to employment shake-ups that have prompted departures from the agency.

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Senate Confirms Picks For Texas, Ark. District Court Seats

By Courtney Bublé

The Senate confirmed two U.S. district court judges, for Texas and Arkansas, on Tuesday.

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Promo that reads 2025 Practice Groups of the Year

LAW FIRMS IN TODAY'S NEWS

Ashby & Geddes

Avanti Law Group

Baker McKenzie

Ballard Spahr

Bleichmar Fonti

Bracewell LLP

Buether Joe

Chipman Brown

Clark Hill

Clark Smith Villazor

Davis Polk

Fish & Richardson

Fisher Patterson

Gellert Seitz

Gividen Law

Jackson Lewis PC

Kuchler & Cotton

Levi & Korsinsky

Marshall Gerstein

Maslon LLP

Morgan Lewis

Morris Nichols

Munger Tolles

Napoli Shkolnik

Prokosch Law

Quinn Emanuel

Reed Smith

Romanucci & Blandin

Ross Aronstam

Schwegman Lundberg

Sidley Austin

Smith Katzenstein

Wiley Rein

Wilson Sonsini

COMPANIES IN TODAY'S NEWS

Activant Capital

Apple Inc.

Avet Pharmaceuticals Inc.

Bausch Health Cos. Inc.

Berkshire Hills Bancorp Inc.

Bolt Financial Inc.

Burke Inc.

Cato Institute

Chevron Corp.

Cornell University

Dell Technologies Inc.

Delphi Automotive PLC

Duke University

Everytown for Gun Safety

Gelman, Rosenberg & Freedman

JPMorgan Chase & Co.

Lannett Company, Inc

LinkedIn Corp.

Mind Medicine Inc.

Northern Mariana Islands Retirement Fund

Novartis AG

Overstock.com Inc.

Paya Holdings Inc.

Sandoz International GmbH

Second Amendment Foundation

Spotify Technology SA

Teva Pharmaceutical Industries Ltd.

The Boeing Co.

Therapeutics Inc.

YouTube Inc.

GOVERNMENT AGENCIES IN TODAY'S NEWS

Alaska Department of Law

California Commission on Judicial Performance

Connecticut Attorney General's Office

Delaware Court of Chancery

Executive Office for Immigration Review

Federal Bureau of Investigation

Food and Drug Administration

Internal Revenue Service

Minnesota Attorney General's Office

National Labor Relations Board

Patent Trial and Appeal Board

Small Business Administration

Tennessee Attorney General's Office

U.S. Army

U.S. Attorney's Office for the District of Maryland

U.S. Attorney's Office for the Eastern District of New York

U.S. Attorney's Office for the Northern District of Texas

U.S. Court of Appeals for the Third Circuit

U.S. Department of Homeland Security

U.S. Department of Justice

U.S. District & Bankruptcy Courts of Southern District of Texas

U.S. District Court for the Central District of California

U.S. District Court for the District of Alaska

U.S. District Court for the District of Columbia

U.S. District Court for the District of Connecticut

U.S. District Court for the District of Delaware

U.S. District Court for the District of Maryland

U.S. District Court for the District of Minnesota

U.S. District Court for the Eastern District of California

U.S. District Court for the Eastern District of New York

U.S. District Court for the Eastern District of Texas

U.S. District Court for the Northern District of Texas

U.S. District Court for the Western District of Arkansas

U.S. District Court for the Western District of Texas

U.S. Immigration and Customs Enforcement

U.S. Merit Systems Protection Board

U.S. Patent and Trademark Office

U.S. Securities and Exchange Commission

U.S. Senate

U.S. Supreme Court

United States District Court for the District of Kansas