The Delaware Court of Chancery, in Elizabeth Morrison v. Ray Berry, et al. [Fresh Market], C.A. No. 12808-VCG, memo. op. (Del. Ch. June 1, 2020), found it conceivable that a merger target’s financial advisor aided and abetted breaches of fiduciary duties by target’s fiduciaries by providing information regarding the deal process to the acquirer, but dismissed aiding and abetting claims asserted against the target’s counsel and against the acquirer.
NEW: Morris James discusses the decision in Court of Chancery Sustains Aiding-and-Abetting Breach of Fiduciary Duty Claim Against Financial Advisor Based on its Conflicts of Interest in Going-Private Transaction.
$$$ Law360 discusses the decision in M&A Ruling Shows Importance Of Informing Target Boards.
Cleary Gottlieb discusses the decision in Knowledge Is Key: Recent Decision Addresses Aiding and Abetting Claims Against Board Advisors And Buyer.
$$$ Law360 discusses the decision in JPMorgan Can’t Nix Fresh Market Sale Suit, But Cravath Exits.