Delaware Corporate Fiduciary Duties Versus Covenants Not to Sue

In the recent case New Enterprise Associates 14, L.P. et al. v. Rich et al., the Delaware Court of Chancery denied the defendants’ motion to dismiss a breach of fiduciary duty claim notwithstanding that the plaintiffs had previously agreed not to sue the defendants based on the precise claim at issue. The plaintiffs, minority investors […]

The Impact of Rising Interest Rates on M&A

After several years of record-breaking levels of merger and acquisition (M&A) activity, late 2022 into 2023 has seen market volatility, persistent inflation, rising interest rates, continuing supply chain issues, global conflicts and fears of a possible economic downturn that have resulted in a significant slowing in deal flow as well as decreased exit values. As […]

What Is Reasonable in Scope for Restrictive Covenants in M&A Transactions

The legal landscape around the enforceability of restrictive covenants, such as non-compete and non-solicitation provisions, is clearly changing. Businesses and their attorneys would do well to pay attention to these changes and learn the lessons being handed down at the state and federal levels. Recent Developments In the context of employment-based restrictions, the trend over […]