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2001

Economics

Negotiation

Material Adverse Effect Clauses

The M&A Lawyer

SEPTEMBER 23, 2015

Interestingly, while M&A lawyers often get fairly animated in negotiating whether to include the word “prospects” in the MAE definition, they do not similarly struggle with inclusion of the “could reasonably be expected to have” language, which should be viewed by a court as having the same effect. 2d 14 (Del.

M&A

M&A Mergers and Acquisitions Negotiation IT

MAEjor Ruling: Delaware Court of Chancery Finds Target Suffers Material Adverse Effect and Acquirer Could Back Out of Transaction

Cooley M&A

OCTOBER 29, 2018

Vice Chancellor Laster distinguished Akorn from Hexion and IBP , noting that in those cases “the buyers had second thoughts because of problems with their own businesses spurred by broader economic factors.” Huntsman Corp. , 2d 715 (Del. 2008) and In re IBP, Inc. S’holders Litig. , 2d 14 (Del.

Mergers and Acquisitions

Mergers and Acquisitions Mergers Business Pharmaceutical

Material Adverse Effect Clauses

MAEjor Ruling: Delaware Court of Chancery Finds Target Suffers Material Adverse Effect and Acquirer Could Back Out of Transaction

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