In re Volcano Corp.: Delaware Court of Chancery Extends "Corwin" Rule to Tender Offer, Dismisses Claim Against Financial Advisor | Practical Law
The Delaware Court of Chancery ruled that the informed approval of a majority of disinterested stockholders for a two-step merger under Section 251(h) of the DGCL, as effected through the tender of their shares into a front-end tender offer, shifts the standard of review from enhanced scrutiny to the business judgment rule in the same way that a vote on a single-step merger does under Corwin.