Brattle principals Yvette Austin Smith and Torben Voetmann recently published an article discussing the anxiously-awaited Delaware Chancery Court opinion In Re Rural Metro Corporation Stockholders Litigation.

The article, “Rural Metro Redefines Investment Banks’ Role In M&A,” discusses the court’s opinion, which, though merely confirmatory of well-established topics such as staple financing and ethical walls, may prove to be groundbreaking in redefining the role of investment banks in facilitating the fiduciary duty of care in M&A transactions.

The article reviews the significant implications of opinion, including the potential to fundamentally alter the relationship between corporate directors and the investment banks they retain to advise on M&A transactions. Another implication reviewed in the article is the banker’s role as “gatekeeper,” which could result in increased liability for aiding and abetting a breach of the duty of care. Additionally, this article outlines the risks associated with increased scrutiny of investment banker presentations and pitch books.

The article was recently published on Law360 and can be downloaded using the link below.

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