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Bebchuk on Airgas

Don't like the Airgas decision? Maybe you're with Chancellor Chandler in thinking that Interco wasn't all that bad - that fully-informed stockholders should have the right to decide whether or not to accept an offer. That's not the present law. But argues Prof. Bebchuk argues in today's...

Delaware Supreme Court Affirms Use of Poison Pill to Reject Attempt to Gain Control of Barnes & Noble

On March 3, 2011, the Delaware Supreme Court issued a one-page decision affirming Vice Chancellor Strine's decision in Yucaipa American Alliance Fund II, L.P. v. Riggio, C.A. No. 5465-VCS (Del. Ch. Aug. 12, 2010), dismissing claims of breach of fiduciary duties and finding that Barnes & Noble...

LexisNexis Corporate and Commercial Insights: Francis Pileggi on "Poison Pills"

On this edition of LexisNexis Corporate and Commercial Insights, Francis G.X. Pileggi of Fox Rothschild LLP discusses recent Delaware court cases upholding "poison pills" or shareholders' rights plans in hostile takeover cases. (Please visit the site to view this video)

GMI Report: Airgas Decision Could Impact Small-, Mid-Cap Companies More

A recent report by GovernanceMetrics International Research Associate Beth Young on the Airgas poison pill decision expounds upon a point we made in our Director Notes report, Poison Pills in 2011 , in that the small and mid-cap companies are relying on classified boards and poison pills much more...

Poison Pill Takeover Defense in Air Products & Chemicals, Inc. v. Airgas, Inc.

by R. Samuel Snider, Erik L. Belenky and Brooke E. Russ Air Products' takeover bid for Airgas was one of the most public and protracted contests for corporate control in the history of Delaware jurisprudence. Airgas board's refusal to redeem a poison pill. The case highlights one of the fundamental...

Canadians to Reconsider the Poison Pill?

It seems Canadians are starting to rethink their approach to the shareholder rights plan. The Globe and Mail report on a paper published by former Ontario Securities Commission chief Edward Waitzer (now at Osgoode Hall Law School) and his colleague at Strikeman Elliot, Sean Vanderpol. They think...