Morris Nichols serves as special counsel to boards of directors and board committees, particularly in situations involving potential conflicts of interest. Our representations involve negotiated acquisitions, including going-private transactions; financings and other transactions with existing investors or management; audit committee investigations; and transactions in the context of insolvency and bankruptcy.
We advise directors on all aspects of the special committee process, including vetting committee member independence; drafting the committee charter to provide the committee members the authority they need to carry out their mandate; identifying and assisting with the retention of financial and other advisors; advising the committee members throughout the process to facilitate compliance with their fiduciary duties; drafting transaction documents; and, if necessary, defending the committee members in litigation arising out of their work.
One particular focus of our special committee practice is advising conflict committees of master limited partnerships (MLPs) in connection with transactions involving the MLP’s general partner and its affiliates in a wide variety of transactions, including asset dropdowns, joint ventures, roll-ups, squeeze out mergers and general partner “tuck ins.”
- Speaking Engagement, 04.29.2021
The program will cover recent developments in navigating the actual and potential conflicts of interest that often surface in M&A transactions when dealing with significant stockholders, boards of directors, senior executives, and investment bankers.
- Morris Nichols Ranked in Twenty-Six Practice Areas in 2021 U.S. News - Best Lawyers “Best Law Firms”Firm News, 11.05.2020
Morris Nichols was selected for inclusion in a range of Delaware business law areas, listed below, as well as a national tier for “Litigation – Mergers & Acquisitions.” The rankings are based on a combination of client feedback, survey responses, and peer review.
- Firm News, 10.26.2020
Morris Nichols is pleased to announce that commercial and alternative entities attorney Sara Gelsinger has been invited to become a partner of the firm, effective January 1, 2021.
- Speaking Engagement, Webinar, 10.08.2020
Morris Nichols attorney Kyle Pinder joins the Pacific Northwest Chapter of the Society for Corporate Governance as part of their quarterly webinar series.
- Firm News, 08.20.2020
Thirty-one Morris Nichols attorneys were recognized in the 2021 edition of The Best Lawyers in America. The results are based on peer-review evaluations from more than 67,000 eligible attorneys.
- Firm News, 07.30.2020
- Firm News, 05.28.2020
- Chambers USA 2020 Ranks Morris Nichols Band 1 in Four Delaware Practices; 24 Morris Nichols Attorneys Recognized Among Leading Delaware PractitionersFirm News, 04.23.2020