Delaware Chancery Court Finds Reverse Triangular Mergers May Trigger "Assignment by Operation of Law" Provisions | Practical Law

Delaware Chancery Court Finds Reverse Triangular Mergers May Trigger "Assignment by Operation of Law" Provisions | Practical Law

An update on the Delaware Court of Chancery's opinion in Meso Scale Diagnostics, LLC v. Roche Diagnostics GMBH holding that a reverse triangular merger may constitute an assignment by operation of law where the plaintiff presents evidence that the defendant converted the target into a shell company immediately following the merger.

Delaware Chancery Court Finds Reverse Triangular Mergers May Trigger "Assignment by Operation of Law" Provisions

by PLC Corporate & Securities
Published on 12 Apr 2011Delaware
An update on the Delaware Court of Chancery's opinion in Meso Scale Diagnostics, LLC v. Roche Diagnostics GMBH holding that a reverse triangular merger may constitute an assignment by operation of law where the plaintiff presents evidence that the defendant converted the target into a shell company immediately following the merger.