Sunday, January 15, 2012
A Case Study: Air Products v. Airgas and the Value of Strategic Judicial Decision-Making, by Steven M. Davidoff, Ohio State University (OSU) - Michael E. Moritz College of Law, was recently posted on SSRN. Here is the abstract:
When is it appropriate for Delaware judges to act strategically? This case study documents and analyzes Air Products’ $5.8 billion unsuccessful, hostile offer for Airgas, reviewing the decisions made by the Delaware courts in adjudicating the most prominent takeover bid of 2010. The three court opinions in Air Products v. Airgas show how Delaware courts strategically decide cases and the effect of this decision-making on the course of Delaware corporate law and Delaware’s constituencies. The Airgas case ultimately provides a useful lesson for when, if ever, strategic considerations should influence the outcome of individual Delaware corporate law disputes.