Ned Weinberger, chair of Labaton Sucharow's Corporate Governance and Shareholder Rights Litigation Practice, argued an appeal before the Delaware Supreme Court on Wednesday, February 6. 

On behalf of our clients, Ned said that Vice Chancellor Joseph Slights misapplied the law created in the M&F Worldwide case, which requires controller-led transactions to be subject to approval by a special committee, when the Court of Chancery dismissed the suit in July 2018. 

Ned argued that a $30 million increase in Earthstone's valuation proposal in May 2016 was evidence that negotiations had begun more than three months before the special committee was formed. According to Law360, Chief Justice Leo Strine seemed to agree, writing that he "expressed skepticism that the increase in Earthstone's valuation proposal in May 2016 did not constitute negotiations."