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Chancery Addresses "Commercially Reasonable Efforts" Clauses in the Context of an Earnout Dispute

In Shareholder Representative Services LLC v. Alexion Pharmaceuticals, Inc., the Delaware Court of Chancery addressed an earnout dispute, holding that a buyer violated its contract with the seller by failing to use...more

Court of Chancery Strikes Down Restrictive Covenants Designed to Protect Private Equity Investments Beyond the Target

Recently, the Delaware Court of Chancery issued a decision regarding restrictive covenant agreements that will likely have an immediate impact on the scope of restrictive covenants in private equity transactions. In the...more

Buyer Beware: Untimely Delivery of Closing Statement Results in Waiver of the Right to Post-Closing Adjustments

In Schillinger Genetics, Inc. v. Benson Hill Seeds, Inc., the Delaware Court of Chancery held that plaintiff sellers were entitled to summary judgment on their claim that the buyer breached the parties’ purchase agreement by...more

Changes to Target’s Business Prompted by COVID-19 Pandemic Breached Ordinary Course Covenant, Permitting Buyer to Escape Deal

In a recent decision, the Delaware Court of Chancery permitted a buyer to escape its obligation to acquire a target from a seller under the parties’ purchase agreement because the target had made extensive changes to its...more

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