Revlon Duties and Other Board of Director Disclosure Requirements in Mixed-Consideration Mergers
Lessons Learned from Recent Delaware Decisions: Smurfit Stone, Del Monte, Atheros and Other Cases
Recording of a 90-minute premium CLE webinar with Q&A
This CLE course will provide deal counsel with a review of the Delaware courts' decisions impacting the M&A sales process, including mixed-consideration mergers. The panel will also discuss the disclosures that boards of directors and other parties must make to avoid unwanted delays in closing the deal.
- Mixed-merger consideration and Revlon duties
- Factors to consider in a sales process
- Board process
- Proxy statement disclosures
- Lessons learned and best practices
The panel will review these and other key questions:
- What types of mixed-consideration sales are likely to trigger Revlon duties and what unanswered questions remain?
- What disclosures must be made by a board of directors in the sale process to prevent an unwanted delay?
- What disclosure errors can result in injunctions to block an impending sale?
Following the speaker presentations, you'll have an opportunity to get answers to your specific questions during the interactive Q&A.
Wachtell, Lipton, Rosen & Katz
He focuses on representing corporations and directors in litigation involving mergers and acquisitions, proxy contests,... | Read More
He focuses on representing corporations and directors in litigation involving mergers and acquisitions, proxy contests, corporate governance disputes, class actions involving allegations of breach of fiduciary duty, and regulatory enforcement actions relating to corporate transactions. He writes and speaks extensively on corporate and securities law topics.Close
G. Roth Kehoe, II
Hunton & Williams
His practice focuses on international and domestic public and private mergers and acquisitions, dispositions,... | Read More
His practice focuses on international and domestic public and private mergers and acquisitions, dispositions, investments, strategic transactions, infrastructure transactions and public-private partnerships. He advises boards of directors in connection with corporate governance, M&A and strategic transactions, securities compliance and reporting matters.Close
Steven M. Haas
Hunton & Williams
Mr. Haas regularly counsels publicly traded corporations, privately-held businesses and boards of directors on... | Read More
Mr. Haas regularly counsels publicly traded corporations, privately-held businesses and boards of directors on corporate governance issues, including shareholder meeting disputes, internal investigations and fiduciary duty litigation. He authored chapters on stockholder rights and director duties in the treatise Corporate Governance: Law and Practice and is a speaker on corporate governance and M&A issues.Close