McMillan v. Intercargo Corp.

How courts have described this case

Verbatim parenthetical descriptions written by other courts when citing this decision. Ranked by citation-network relevance.

• observing that under Delaware law, “it is generally accepted that a completed merger cannot, as a practical matter, be unwound”
• explaining that the Court may consider “documents integral to or incorporated into the complaint by reference” on a Rule 12(c) motion
• stating that “[t]he presence of [a standard no-shop] type of provision in a merger agreement is hardly indicative of a Revlon (or Unocal) breach.”
• explaining that this court can take judicial notice of an exculpatory provision in the corporation’s certificate of incorporation when considering a pleadings-stage motion
• explaining that “[t]he board’s reliance upon an investment banker . . . is another factor weighing against the plaintiffs’ ability to state an actionable claim that the defendant directors”
• noting that where the record has not changed since a disclosure claim was found to be without merit on a motion for a preliminary injunction, the Court need not reconsider its prior analysis

Source: CourtListener parenthetical corpus (CC0).