Long accepted in Delaware (and in courts throughout the country), “disclosure-only” settlements were common in lawsuits brought by stockholders of a corporation sold in an M&A transaction.
M&A Litigation in Delaware
Long accepted in Delaware (and in courts throughout the country), "disclosure-only" settlements were common in lawsuits brought by stockholders of a corporation sold in an M&A transaction. These lawsuits alleged that directors of the seller breached their fiduciary duties in connection with the sale price and process, and through allegedly deficient proxy materials provided to stockholders in connection with their vote on the deal. In disclosure-only settlements, the seller would agree to provide additional disclosures in advance of the stockholder vote on the transaction.
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Brian M. Lutz and Vivek GopalanThis premium content is locked for LawJournalNewsletters subscribers only
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