The Clash for COVID Coverage: Business Interruption Insurers May Have Won More Battles, But New Jersey Policyholders Still Can (and Should) Win the War
McCarter lawyers Sheri Pastor, Anthony Bartell, and Mario Russo authored an article for New Jersey Lawyer magazine discussing business interruption insurance coverage for COVID-19-related losses and why New Jersey policyholders should prevail in cases involving same. Continue Reading
Delaware Court of Chancery Declines to Apply Business Judgment Deference Due to Deficiencies in MFW Protections
On August 31, 2021, Vice Chancellor Sam Glasscock of the Delaware Court of Chancery declined to dismiss breach of fiduciary duty claims brought by a former minority stockholder of Isramco, Inc. (the “Company”), which challenged the Company’s take-private acquisition by Naphtha Israel Petroleum Corp. Continue Reading
Business Judgment Rule Applies Where Stockholder Failed to Plead Merger Was Interested Transaction
In Flannery v. Genomic Health, Inc., C.A. No. 2020-0492-JRS (Del. Ch. Aug. 16, 2021) (hereinafter Flannery), the Delaware Court of Chancery dismissed a complaint in which the plaintiff failed to adequately plead that a merger transaction was fundamentally unfair because it involved conflicted Continue Reading
Tackling Issues in Structuring Syndicated Asset-Based Loans
McCarter partner Inez Markovich co-authored an article for ABF Journal, discussing tactics for handling issues in structuring syndicated asset-based loans. Continue Reading
Bueller … Bueller …Bueller: The FAR Council’s Day(s) Off Come to an End with the Long Awaited Implementation of the SBA’s 2016 Revisions to the Limitations on Subcontracting Rule – The Government Contractor
New Federal “Mandates” for COVID-19 Vaccination: What Do Employers Need to Know Now?
On September 9, 2021, President Biden announced some sweeping changes in the way the federal government is combating the COVID-19 pandemic as part of the administration’s Path out of the Pandemic action plan. In addition to encouraging Americans to get vaccinated, the President announced the Continue Reading
Delaware Supreme Court Overrules Prior Precedent Regarding Stockholder Dilution Claims
The Delaware Supreme Court has overturned its long-standing decision in Gentile v. Rossette regarding “dual-natured” claims, undoing years of precedent regarding stockholder dilution claims that allowed stockholders to bring controller dilution claims directly. In Brookfield Asset Management Inc. Continue Reading
Curtain Up: Broadway’s Legal Issues on the Road to Reopening
Matthew Windman writes about the reopening of Broadway following the March 2020 shutdown, and addresses ongoing and developing legal issues for the theater industry posed by COVID-19. Continue Reading
Disclaimed Traditional Fiduciary Duties in LLC Agreement Re-imposed on Manager by Contradictory Language in LLC Agreement
The Delaware Court of Chancery’s decision in Cadira Grp. Holdings, LLC Litig. reflects the importance of precision in addressing a manager’s fiduciary duties within the operating agreement of a Delaware limited liability company. In its latest decision concerning contractual fiduciary duties, the Continue Reading