Recovery of Lost Premiums in Failed Mergers

When public companies enter into merger agreements, target shareholders expect to receive a negotiated market premium. But what happens if the acquirer walks away from the deal? Can the lost premium be recovered? And who has the legal standing to sue—the company or its shareholders?

In this talk, Allard Law's Professor Maziar Peihani will examine the legal complexities surrounding lost premium provisions, commonly known as Con Ed damages. He will explore how courts in New York, Delaware, and Canada have approached these provisions, the conflicts they present within contract and corporate law doctrines, and the potential legal solutions that could shape the future of mergers and acquisitions litigation.

Drawing on his extensive expertise in banking regulation, financial crises, and financial institution restructuring, Prof. Peihani will provide a nuanced perspective on the evolving legal landscape of failed mergers.