While M&A practitioners have long taken the view that Delaware is a “pro-sandbagging” state, a recent case in the Delaware Court of Chancery has added concrete authority to that position. In Arwood v. AW Site Services (March 9, 2022), the Court found that a buyer was entitled to indemnification stemming from the breaches of certain representations, despite that buyer having effectively prepared the financials and other information that were covered by the reps. “Sandbagging” is the buyer-favorable concept that preserves...
Published by attorneys in Dorsey’s Mergers & Acquisitions practice group, Dorsey Deal Dividends covers the latest legal updates, news, and trends in M&A and other complex corporate transactions.
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Dave advises clients on venture financing transactions, mergers and acquisitions, securities filings, and corporate governance matters, including helping clients to form and optimally structure business and investment entities.
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