Haynes and Boone in Law360: Chancery Tosses Claims Over $100M Sanchez Energy Deal

11/26/2014


A Delaware Chancery judge on Tuesday threw out derivative claims that Sanchez Energy Corp. overpaid in an allegedly inside $100 million deal for oil and gas rights to the Tuscaloosa Marine Shale, ruling the suing shareholders didn’t make a pre-suit demand on the board nor show why they couldn’t.

In a 31-page opinion, Vice Chancellor Sam Glasscock III wrote that the lawsuit “tests the limits of our pleading requirements,” and that the shareholders didn’t plead adequate facts to show the board was too conflicted to fairly consider their derivative claims and didn’t pursue information through an avenue such as a books and records demand.

Under Delaware law, shareholders who want to pursue derivative claims must either bring their claims to the company’s board first or show the court that such an action would go nowhere because the directors are not independent...

Sanchez Resources is represented by ...R. Thaddeus Behrens and Daniel H. Gold of Haynes and Boone, LLP.

Excerpted from Law360, November 26, 2014. View the full article (subscription required).

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