Recent Developments in Delaware M&A Law

March 12, 2014

Event| Corporate Transactions

This lunchtime CLE, featuring Bill Haubert and Rudy Koch, will provide an in-depth look at recent Delaware developments in M&A law. Expert practitioners will offer guidance on the following topics:

  • Procedural requirements for authorizing charter amendments, merger agreements, and issuing stock.
  • M&A process considerations, the use of “Don’t-Ask-Don’t-Waive” standstills, and investment banker conflicts in M&A transactions.
  • The contractual nature of the rights of preferred stockholders. 
  • The effect of survival clauses on the statute of limitations. 
  • Disclosure of financial projections. 
  • Implementation and use of stockholder rights agreements. 
  • Litigation challenging performance-based executive compensation plans designed to comply with Section 162(m) of the Internal Revenue Code. 
  • Fiduciary duties of managers of limited liability companies.