Judge Robinson Rules that Patents Are Not Invalid In OSI Pharmaceuticals, Inc. v. Mylan Pharmaceuticals Inc., C.A. No. 09-185-SLR (D. Del. May 1, 2012), Judge Robinson concluded after a bench trial that defendant Mylan Pharmaceuticals, Inc. failed to prove that the patents-in-suit, which concerned a compound for treating a particular kind of lung cancer, were invalid.…

In Central Laborers Pension Fund v. News Corp., the Delaware Supreme Court affirmed the Court of Chancery’s dismissal of an action seeking to enforce a Section 220 books and records demand on the grounds that the plaintiff’s demand had not strictly complied with the statute’s “form and manner” requirements.

In Central Laborers Pension Fund v. News Corp., the Delaware Supreme Court affirmed the Court of Chancery’s dismissal of an action seeking to enforce a Section 220 books and records demand on the grounds that the plaintiff’s demand had not strictly complied with the statute’s “form and manner” requirements.

In In re Micromet, Inc. Shareholders Litigation, the Court of Chancery denied the plaintiffs’ motion to preliminarily enjoin Amgen, Inc.’s $1.16 billion acquisition of Micromet, Inc., rejecting the plaintiffs’ challenges to Micromet’s market check and the merger agreement’s deal protection measures.

In In re Celera Corporation Shareholder Litigation, the Court of Chancery approved the settlement of a putative class action despite the representative plaintiff having sold all of its shares after entering into an MOU and before the closing of the challenged transaction.

In Frank v. Elgamal, the Court of Chancery held that entire fairness review would apply to a cash-out merger between American Surgical Holdings, Inc. and an unaffiliated private equity purchaser, having concluded that the plaintiff adequately alleged the existence of a control group.

In In re Answers Corporation Shareholders Litigation, the Court of Chancery refused to dismiss a lawsuit in connection with the acquisition of Answers Corporation by Summit Partners, L.P., holding that the plaintiffs adequately pled that four of Answers’ seven directors—though disinterested and independent—conceivably could have acted in bad faith, having known of the other directors’ interest but nevertheless conducting an expedited sales process.

In Gearreald v. Just Care, Inc., the Court of Chancery’s $35 million valuation of Just Care, Inc. in an appraisal proceeding was approximately $6 million less than the acquisition price.

In In re Comverge Inc. Shareholders Litigation, the Court of Chancery in an oral ruling refused to enjoin the acquisition of Comverge, Inc. by HIG Capital LLC, finding that the independent directors made reasonable decisions, even if those decisions were debatable in hindsight.

In Forsythe v. ESC Fund Management Co. (U.S.), Inc., the Court of Chancery resolved objections to a settlement by giving objectors the option of continuing the case in pursuit of a larger recovery if they agreed to post a secured bond.