Delaware Court

Crown Castle Comments on Self-Serving, Unfounded Litigation Brought by Ted Miller

Retrieved on:

Tuesday, March 5, 2024

Court, Boot, Crown Castle, Cooperation, Feedback, Delaware Court, CCI

HOUSTON, March 05, 2024 (GLOBE NEWSWIRE) -- Crown Castle Inc. (NYSE: CCI) (“Crown Castle” or the “Company”) today commented on the self-serving litigation brought by Ted Miller and Boots Capital Management.

Key Points:

HOUSTON, March 05, 2024 (GLOBE NEWSWIRE) -- Crown Castle Inc. (NYSE: CCI) (“Crown Castle” or the “Company”) today commented on the self-serving litigation brought by Ted Miller and Boots Capital Management.
The lawsuit brought by Mr. Miller is without merit and underscores that his activism campaign against Crown Castle is focused on his own self interests.
The facts are these: with the advice of counsel, Crown Castle entered in a market-standard cooperation agreement with Elliott on December 19, 2023.
Today, the Crown Castle Board comprises 12 directors, 11 of whom are independent and only two of whom were appointed with input from Elliott.

Asset Sale and Plan of Liquidation and Dissolution Approved by SQZB Shareholders

Retrieved on:

Thursday, February 29, 2024

Biotechnology, Pharmaceutical, Health, Plan, Special, OTC, Sale, Purchasing, Sales management, DGCL, Columbia, Delaware Court, SQZ, State, Security (finance)

SQZ Biotechnologies Company (OTC: SQZB) (the “Company” or “SQZ”) today announced the results for the proposals considered and voted upon by its shareholders at its special meeting on February 29, 2024 (the “Special Meeting”).

Key Points:

SQZ Biotechnologies Company (OTC: SQZB) (the “Company” or “SQZ”) today announced the results for the proposals considered and voted upon by its shareholders at its special meeting on February 29, 2024 (the “Special Meeting”).
In addition, according to the report of the inspector of election, approximately 98% of votes cast at the meeting – approximately 70% of the outstanding Shares as of the record date – were voted in favor of the liquidation and dissolution of the Company pursuant to the Plan of Liquidation and Dissolution (the “Plan”).
In furtherance of the liquidation and dissolution of the Company pursuant to the Plan, the Company intends to file a certificate of dissolution with the Secretary of State of the State of Delaware on or about March 4, 2024 (the “Effective Time”).
Additional information regarding the Plan and the liquidation and dissolution process can be found in the Company’s proxy statement filed with the U.S. Securities and Exchange Commission (the “SEC”) on January 23, 2024.

Delaware Supreme Court Affirms Ruling in Favor of Texas Pacific Land Corporation on Litigation Related to Stockholders’ Agreement

Retrieved on:

Tuesday, February 27, 2024

Oil, Gas, Energy, Commercial Building & Real Estate, Construction & Property, Utilities, Texas Pacific Land Corporation, E pluribus unum, Judgement, TPL, Delaware Court, Delaware Supreme Court, Supreme court

Texas Pacific Land Corporation (NYSE: TPL) (“TPL” or the “Company”) announced today that the Delaware Supreme Court (the “Supreme Court”) affirmed the December 1, 2023 ruling of the Delaware Court of Chancery (the “Court of Chancery”) in favor of TPL in the litigation between the Company and Horizon Kinetics LLC, Horizon Kinetics Asset Management LLC, SoftVest Advisors, LLC and SoftVest, L.P. (collectively, the “Investor Group”), in Horizon Kinetics, LLC, et al.

Key Points:

Texas Pacific Land Corporation (NYSE: TPL) (“TPL” or the “Company”) announced today that the Delaware Supreme Court (the “Supreme Court”) affirmed the December 1, 2023 ruling of the Delaware Court of Chancery (the “Court of Chancery”) in favor of TPL in the litigation between the Company and Horizon Kinetics LLC, Horizon Kinetics Asset Management LLC, SoftVest Advisors, LLC and SoftVest, L.P. (collectively, the “Investor Group”), in Horizon Kinetics, LLC, et al.
v. Texas Pacific Land Corporation, (C.A.
As previously disclosed, on December 1, 2023, the Court of Chancery issued a post-trial decision ruling in favor of the Company.
On February 26, 2024, the Supreme Court affirmed the Court of Chancery’s post-trial decision and final judgment in favor of the Company.

BYU Law Hosts 6th Annual Winter Deals Conference and Inaugural Winter Bankruptcy Conference in March

Retrieved on:

Wednesday, March 6, 2024

Stan Nichols, BYU, Female, Class action, Brattle Group, Conference, Justice, University, Kirkland & Ellis, Bankruptcy, Policy, LLP, Delaware Court, Ropes & Gray, Court of Chancery, Research

PROVO, Utah, March 6, 2024 /PRNewswire/ -- BYU Law today announced two corresponding events in March hosted by its Global Business Law Program, a global platform for research and policy development. The 2024 BYU Law Winter Deals Conference, an annual event convening leading researchers to discuss the modern global economy's most pressing legal issues, will be held on March 14-15. The inaugural Winter Bankruptcy Conference, co-hosted with the University of Chicago Center on Law and Finance, will take place March 12-14 and will bring together leading scholars, judges, and practitioners to present cutting-edge research on bankruptcy, reorganization, and distressed debt. Both events will be held in Park City, Utah.

Key Points:

The 2024 BYU Law Winter Deals Conference, an annual event convening leading researchers to discuss the modern global economy's most pressing legal issues, will be held on March 14-15.
Focusing on "New Ideas for Modern Markets' Most Difficult Challenges," BYU Law School's Winter Deals Conference brings leading scholars, policymakers and practitioners together to discuss state of the art research on the legal institutions supporting contemporary markets.
This conference will overlap one day with the 6th Annual Winter Business Deals Conference at Westgate in Park City, Utah.
Special thanks to inaugural Winter Bankruptcy Conference sponsors The Brattle Group, Brown Rudnick LLP, Kirkland & Ellis LLP, Ropes & Gray LLP, and Cooley.

Citizens for Judicial Fairness Joins with Civil Rights Leaders Sharpton and McDole to Demand Appointment of Justice of Color to Fill Delaware Chancery Court Vacancy

Retrieved on:

Thursday, February 15, 2024

The Delaware Court of Chancery is America's most important business court -- but currently counts no justice of color among its judicial officers, and has had only one diverse jurist in its nearly 200-year history. People of color represent nearly 40% of Delaware's population -- but make up just 15% of the judges on the state's top courts, yet comprise 62% of the state's incarcerated population.

Key Points:

The exclusion of Black and brown judges is a grave injustice that silences voices and views that deserve to be heard.
The Delaware Court of Chancery is America's most important business court -- but currently counts no justice of color among its judicial officers, and has had only one diverse jurist in its nearly 200-year history.
Citizens for Judicial Fairness is a grassroots advocacy organization fighting for transparency, equity, and accountability in state judiciaries across America.
Founded in 2016 to fight the unprecedented corruption in Delaware Chancery Court rulings, the group has since grown to more than 5,000 members nationwide.

Bernstein Litowitz Berger & Grossmann Wins Landmark Compensation Challenge for Tesla Shareholders as Delaware Court Rescinds Elon Musk’s Entire $55 billion Tesla Pay Package

Retrieved on:

Wednesday, January 31, 2024

Class Action Lawsuit, Professional Services, Legal, Chancery, History, Proxy, Delaware Court, Tesla, Inc., Compensated emancipation, Negotiation, Musk, Video game

In a historic corporate governance decision on behalf of shareholders, the Delaware Court of Chancery has nullified Elon Musk’s entire $55 billion compensation package at the request of a Tesla stockholder.

Key Points:

In a historic corporate governance decision on behalf of shareholders, the Delaware Court of Chancery has nullified Elon Musk’s entire $55 billion compensation package at the request of a Tesla stockholder.
Shareholders of Tesla had challenged the 12-tranche package of stock options awarded to the company’s CEO in 2018, totaling up to approximately $55 billion, by far the largest executive pay package in history.
As a consequence, she ordered that the entire pay package be rescinded, thereby setting aside approximately $55 billion in compensation and the dilution to Tesla stockholders that came with it.
Mr. Varallo said: “We are enormously grateful for the Court’s thorough and extraordinarily well-reasoned decision in turning back the Tesla board’s absurdly outsized pay package for Musk.

Delaware Court of Chancery Rules in Favor of Whitestone

Retrieved on:

Thursday, January 25, 2024

Judgement, Employment, Partnership, Delaware Court, Fear, Poison pill, Cryptocurrency

HOUSTON, Jan. 25, 2024 (GLOBE NEWSWIRE) -- In Whitestone REIT Operating Partnership, L.P. (“Whitestone”) v Pillarstone Capital REIT (“Pillarstone”), the Delaware Court of Chancery issued a ruling today in Whitestone’s favor with the following findings:

Key Points:

HOUSTON, Jan. 25, 2024 (GLOBE NEWSWIRE) -- In Whitestone REIT Operating Partnership, L.P. (“Whitestone”) v Pillarstone Capital REIT (“Pillarstone”), the Delaware Court of Chancery issued a ruling today in Whitestone’s favor with the following findings:
Whitestone proved that Pillarstone’s adoption of the Rights Agreement (“Poison Pill”) breached the implied covenant of good faith and fair dealing and caused Whitestone harm.
That Whitestone may proceed to serve a notice of redemption for some or all of its units without fear of damaging repercussions.
The ultimate value Whitestone receives from monetization may be different than the court’s monetary judgement, depending on the value of the assets.
This ruling is preceded by a Harris County District Court Judgment dismissing all claims by former Whitestone CEO, James Mastandrea, filed against Whitestone, members of the Board of Trustees, and management related to the termination of his employment for cause.

The Founders of Alphonso Inc. Restored to the Board of LG Ad Solutions with New Minority-Appointed Director

Retrieved on:

Friday, January 26, 2024

Advertising, Knowledge, Sale, Partner (business rank), Delaware Court, CTV, Human, Manifest

The three minority-appointed directors are Ashish Chordia, Lampros Kalampoukas and Paul Falzone.

Key Points:

The three minority-appointed directors are Ashish Chordia, Lampros Kalampoukas and Paul Falzone.
Ashish Chordia and Lampros Kalampoukas are rejoining the board after a successful legal challenge to their December 2022 removals as directors.
They bring extensive experience and knowledge in the advertising technology industry, having founded Alphonso a decade ago with several other individuals.
"I am delighted to rejoin the Alphonso board and look forward to collaborating with my fellow directors in helping scale the company to even greater heights," said Chordia.

U.S. Supreme Court Denies Venezuela Leave to Appeal Order of Delaware Court and Gold Reserve Designated as Additional Judgement Creditor in Delaware Sale Process

Retrieved on:

Tuesday, January 9, 2024

The Company currently has 99.5 million Class A Common Shares outstanding (107.3 million shares on a fully-diluted basis).

Key Points:

The Company currently has 99.5 million Class A Common Shares outstanding (107.3 million shares on a fully-diluted basis).
The Delaware Court previously held that the priority of judgments of Additional Judgment Creditors will be based on the date each such creditor filed a motion for a writ of attachment that was subsequently granted.
These judgments, according to the Special Master’s chart, represent an aggregate amount of U.S. $5.564 billion, inclusive of interest through August 2023.
This list is not exhaustive of the factors that may affect any of Gold Reserve’s forward-looking statements.

Labaton Sucharow LLP Announces Amended Notice of Pendency and Proposed Settlement of Action for Record Holders and Beneficial Owners of (1) Snap Inc. Common Stock, as of December 15, 2023, and (2) Snap Inc. Class A Common Stock, as of July 19, 2022

Retrieved on:

Monday, January 8, 2024

The complete Form 8-K filing is available at www.sec.gov or on the Investor Relations section of Snap Inc.’s website.

Key Points:

The complete Form 8-K filing is available at www.sec.gov or on the Investor Relations section of Snap Inc.’s website.
Pursuant to that Amended Stipulation of Compromise and Settlement, Snap Inc. is publishing an amended summary notice of pendency and proposed settlement of action.
This Amended Summary Notice advises Snap stockholders and potential members of the Class of information about the Action and the proposed Settlement.
Data, Ltd., at 1-877-495-0883 or [email protected] , or you can download a copy of the Amended Long-Form Notice from the Settlement website, www.snapstockholderlitigation.com .