Clients with major transactions routinely face shareholder and other litigation seeking to block or enforce a deal. As experienced and business-savvy litigators, we are able to fend off many such cases, often breaking new legal ground in the process.
Client News
AR Global Wins Dismissal of Class Action Over REIT Merger
Paul, Weiss won the dismissal, on behalf of our clients asset manager AR Global and its co-founder and CEO Michael Weil, of a class action arising from the merger of two AR Global-managed REITS, Necessity Retail REIT, Inc. (RTL) and Global Net Lease, Inc.
» morePublications
Delaware Supreme Court Clarifies Tests for Advance Notice Bylaw Challenges
The Delaware Supreme Court recently clarified the legal tests applicable when stockholders challenge advance notice bylaws. The decision also makes clear that Delaware courts will evaluate bylaws both for clarity and difficulty of compliance and for a proper purpose behind their adoption.
» morePublications
Delaware General Assembly Approves 2024 Amendments to General Corporation Law
The Delaware General Assembly recently passed legislation to amend provisions of the Delaware General Corporation Law. Assuming they are signed by Governor John Carney, which is likely, the amendments will take effect on August 1 and will apply retroactively, but they will not apply to any completed or pending civil actions on or before the amendments’ effective date.
» morePublications
Delaware Supreme Court Affirms Two-Condition MFW Roadmap to Obtain Business Judgment Review of Controller Transactions
The Delaware Supreme Court recently affirmed that the framework set forth in Kahn v. M & F Worldwide Corp. remains the only path to invoke business judgment review in self-interested controller transactions and clarifies the need to ensure the independence of each special committee member.
» morePublications
Seventh Circuit Pans Pursuit of Mootness Fees, Urges Further Judicial Scrutiny of "Problematic" Merger Objection Cases
The Seventh Circuit recently issued an opinion in Alcarez v. Akorn, Inc., criticizing the plaintiffs’ bar for pursuing “mootness fees” in merger objection cases—a controversial practice that has been called “no better than a racket” by federal courts.
» morePublications
Delaware Court of Chancery Holds That Activision Merger Approval Process Violated DGCL
The Delaware Court of Chancery recently declined to dismiss claims that common market practices used by the Activision Blizzard, Inc., board in approving its merger agreement with Microsoft Corporation resulted in a Delaware General Corporation Law violation.
» morePublications
Delaware M&A Quarterly: Spring 2024
In this issue of the Paul, Weiss Delaware M&A Quarterly, we discuss several decisions of significance to the M&A practice issued during the first quarter of 2024.
» moreEvents
Scott Barshay and Andrew Gordon to Speak at 36th Annual Tulane Corporate Law Institute
Corporate partner Scott Barshay and litigation partner Andrew Gordon will participate in panel discussions as part of Tulane University’s 36th Annual Corporate Law Institute conference.
» morePublications
Ability to Take High-Stakes Cases to Trial Distinguishes Paul, Weiss in Delaware, Partners Tell Law360
Litigation partners Andrew Gordon, Jaren Janghorbani and Andy Bouchard spoke with Law360 in a feature on Paul, Weiss’s Delaware practice.
» morePublications
Delaware Court of Chancery Holds That Controllers May Owe Fiduciary Duties When Exercising Stockholder Rights
The Delaware Court of Chancery recently clarified that, when exercising stockholder rights to alter a corporation’s status quo, controllers owe duties not to harm the corporation or its minority stockholders intentionally or through gross negligence.
» moreClient News
CDK Global Defeats Motion to Enjoin $8.3 Billion Merger With Brookfield
Paul, Weiss secured the denial of a preliminary injunction motion seeking to halt the $8.3 billion merger between CDK Global, Inc. and Brookfield.
» moreAwards & Recognition
Paul, Weiss Named a Law360 2022 “Regional Powerhouse” in Delaware
Law360 recognized Paul, Weiss as a 2022 “Regional Powerhouse” in Delaware for its pivotal work handling some of the biggest, most high-profile matters in the state.
» moreClient News
Nuance Wins Dismissal of Shareholder Suit Stemming from $19.7 Billion Sale to Microsoft
Paul, Weiss secured the dismissal of a shareholder lawsuit and related motion for attorneys’ fees brought in connection with Microsoft’s proposed acquisition of our client, Nuance Communications, Inc., a provider of speech and imaging software.
» moreClient News
QAD Defeats Preliminary Injunction Against Shareholder Vote in Challenge to Thoma Bravo Merger
Representing a special committee of the board of QAD Inc., Paul, Weiss fended off a stockholder’s preliminary injunction motion seeking to block a shareholder vote on QAD’s $2 billion merger with private equity firm Thoma Bravo.
» moreClient News
Goldman Sachs Wins Dismissal of Aiding and Abetting Claim in Delaware Chancery Court
Paul, Weiss won a victory for Goldman Sachs at the Delaware Court of Chancery, when Vice Chancellor Joseph R. Slights III dismissed a claim that Goldman aided and abetted breaches of fiduciary duty in its role as a financial advisor to Genomic Health, Inc.
» more