DealLawyers.com Blog

John Grossbauer of Potter Anderson notes: Recently, the Delaware Court of Chancery delivered this opinion in Fletcher International Ltd. v. ION Geophysical Corporation. In the opinion, Vice Chancellor Strine dismisses a complaint that the sale by a parent of shares of a subsidiary violated consent rights of a parent preferred stock requiring preferred stockholder consent to an issuance or sale of stock by a subsidiary. Vice Chancellor Strine applies well-settled principles of Delaware law that construe preferred stock terms as written and not more broadly where they are clear and unambiguous.