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Short-term Hiccup or Significant Long-term Effect? Material Adverse Effect Clauses and the COVID-19 Pandemic

Parties to merger, acquisition, and financing agreements may be considering whether the COVID-19 pandemic affects their obligation to close the deal. ...more

Protecting Your Business Judgment: Recent Developments In Delaware Law On M&A Deals Involving Controlling Stockholders

This summer, the Delaware Court of Chancery twice ruled that if robust procedural protections are used, a merger involving a company with a controlling stockholder will be reviewed under the deferential business judgment rule...more

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