M&A 2017 Delaware Update: Standard of Deal Review, Appraisal Rights, D&O Fiduciary Duties

Implications of Important Rulings for Planning, Negotiating and Drafting Deal Documents

Recording of a 90-minute CLE webinar with Q&A

Conducted on Thursday, September 28, 2017

Recorded event now available

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Program Materials

This CLE webinar will discuss the implications of 2016 and 2017 Delaware court decisions for current and future M&A practice. The panel will discuss the anticipated impact of recent Delaware court rulings on the standard of review in the third-party merger context, appraisal rights actions and more.


The Delaware courts issued several significant rulings in 2016 and 2017 addressing important issues for M&A practice. Recent rulings continue to clarify the appropriate standard of review in M&A transactions in the wake of Corwin v. KKR Financial Holdings LLC.

Appraisal rights actions and D&O fiduciary duties also continue to be the subject of Delaware decisions.

Listen as our panel of experienced M&A attorneys reviews key Delaware court decisions issued during 2016 and 2017 and their impact on M&A practice. The panel will explain legal and practical tactics for corporate and deal counsel negotiating and litigating deals in 2017 and beyond.



  1. Key 2016 and 2017 Delaware rulings
    1. Standard for deal review
    2. Appraisal rights
    3. D&O fiduciary duties
    4. Private company merger issues
  2. Implications and best practices for M&A transactional attorneys and litigators


The panel will review these and other key issues:

  • How have the Delaware courts addressed the standard for deal review in recent cases?
  • How will the 2016 and 2017 Delaware decisions reshape the way deals are structured and litigated?
  • What are best practices for M&A transactional attorneys and litigators in 2017 and beyond?


Allen, Michael D.
Michael D. Allen

Richards Layton & Finger

Mr. Allen counsels corporations, officers, directors, boards and stockholders on transactional and advisory...  |  Read More

Hirzel, Samuel
Samuel T. Hirzel

Heyman Enerio Gattuso & Hirzel

Mr. Hirzel specializes in litigation in the Court of Chancery of the state of Delaware as both lead and Delaware...  |  Read More

Patricia O. Vella
Patricia O. Vella

Morris Nichols Arsht & Tunnell

Ms. Vella regularly provides advice on corporate governance matters and a variety of corporate transactions for...  |  Read More

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