In the third quarter of 2018, the Delaware Superior Court’s Complex Commercial Litigation Division (“CCLD”) presided over a jury trial for a breach of the covenant of good faith and fair dealing, approved an application for attorneys’ fees, and resolved a number of motions to dismiss.

In Coit Capital Securities, LLC v. Turbine Asset Holdings, LLC, et. al., C.A. No. N17C-05-020 PRW CCLD, Judge Wallace considered several motions to dismiss the claims brought by plaintiff Coit Capital Securities, LLC (“Coit”). Ultimately, Judge Wallace resolved four motions to dismiss brought by the defendants Turbine Asset Holdings, LLC (“TAH”), Turbine Asset Holdings Group (“TAH…

In KT4 Partners LLC v. Palantir Technologies, Inc., 2018 WL 4033767 (Del. Super. Ct. Aug. 22, 2018), Judge Davis denied the defendants’ motions to dismiss, finding that the plaintiffs alleged viable claims for tortious interference with prospective economic advantage and civil conspiracy. The plaintiffs, shareholders of defendant Palantir Technologies, Inc., initiated this action alleging that Palantir’s…

Following a trial that took place from September 10, 2018 to September 18, 2018, a jury in DRIT LP v. Glaxo Group Ltd., C.A. No. N16C-07-218 WCC CCLD, returned with a unanimous verdict in favor of the plaintiff on an implied covenant of good faith and fair dealing claim. The trial was based on a complaint…

In two consolidated actions, Wilmington – 5190 Brandywine Parkway, LLC v. Acadia Brandywine Holdings, LLC, C.A. No.: N17C-04-60 EMD CCLD, and Wilmington – 5190 Brandywine Parkway, LLC v. Acadia Realty Limited Partnership, C.A. No.: N17C-04-061 EMD CCLD, Judge Davis denied a motion to dismiss after concluding that the record was in need of further development. Defendant…

In Bellmoff v. Integra Services Technologies, Inc., C.A. No. N17C-10-312 PRW CCLD, Judge Wallace granted the plaintiffs’ request for attorneys’ fees. The issue arose from an underlying contract dispute previously resolved by Judge Wallace involving a share purchase agreement. In the underlying dispute, Judge Wallace granted a motion for judgment on the pleadings in favor of…

In Akorn, Inc. v. Fresenius Kabi AG, C.A. No. 2018-0300-JTL (Del. Ch. Oct. 1, 2018), the Court of Chancery issued what is believed to be the first decision of a Delaware court allowing a buyer to terminate a merger agreement due to the occurrence of a material adverse effect. The dispute arose from Fresenius Kabi AG’s…

On September 4, 2018, Governor John Carney signed into law House Bill No. 353, which amends the legal requirements for a mortgagee to provide public notice of any change in its notice address. Although the legislation, effective when signed, amends the existing law in various respects, the significant changes are as follows: A mortgagee may file…

Because state law applies at the time a transaction is negotiated, the parties might assume — reasonably so — that state privilege law will govern communications with their attorneys and financial professionals. But what happens if, years later, a suit is filed in federal court and brings claims under federal law? Does state privilege law still…

In Almond v. Glenhill Advisors LLC, the DelawareCourt of Chancery provided significant guidanceregarding the circumstances under which it would useits equitable powers under Section 205 of the DelawareGeneral Corporation Law (DGCL) to validate actsthat, due to technical failures in authorization, wouldbe void or voidable (and thus potentially give rise toclaims for rescission or rescissory or other…