The Delaware Court of Chancery’s November 2023 opinion in Crispo vs. Musk called into question the prevailing market practices for how merger agreements deal with lost premium damages (ConEd provisions) in the event the deal does not close due to buyer’s breach or wrongful termination of the merger agreement. However, proposed legislation aims to fix that. To maximize the opportunity to recover lost premium damages on your next deal, download the article to learn more about:
- The background of Crispo vs. Musk, and why it matters
- Implications of the proposed changes to the Delaware General Corporation Law
- A review of three options for sell-side parties to preserve claims for lost premium damages
- Moving forward after Crispo to protect lost merger premium claims
Kip is a senior director leading the SRS Acquiom thought leadership practice, the mission of which is to share resourceful content built from SRS Acquiom expertise and proprietary data. In addition to facilitating scores of interactive presentations at M&A conferences and law firms, Kip authors a plethora of articles and data studies regularly utilized by the market.
Previously, Kip was a part of the SRS Acquiom Transactional Group, where he collaborated with clients and counsel to negotiate M&A documents including purchase, escrow, payments, and other transactional agreements. Before joining SRS Acquiom, he was an attorney with a Denver-based boutique business law firm working on middle-market M&A deals.
Kip holds J.D. and M.S. (Econometrics) degrees and is a member of the Colorado bar.