A pension fund will argue this week for reversal of a Delaware Chancery Court finding that Oracle Corp.'s 2016 acquisition of NetSuite Inc. was negotiated at arm’s length.
More highlights from the Delaware Supreme Court and Chancery Court calendars:
Wednesday: In re Oracle Corp. Derivative Litig., Del., No. 139,2024, oral arguments 10/23/24.
At issue: The fund argues in a brief that Vice Chancellor Sam Glasscock III erred in allowing a board committee to withhold interview memos, in weighing whether Oracle founder Larry Ellison exercised control over the company and the merger, and in analyzing Ellison’s plan for operating NetSuite post-closing. Ellison says in a brief that the pension fund’s appeal “can only be described as a ‘Hail Mary,’” while the committee argues the trial court correctly determined the fund wasn’t entitled to the interview memos.
Court action: The Delaware high court hears oral arguments in Dover, Del.
Wednesday: Anchorage Police & Fire Ret. Sys. v. Adolf, Del. Ch., 2024-0354, oral arguments 10/23/24.
At issue: Ex-investors of Focus Financial Partners Inc. are suing its former CEO and COO, Stone Point Capital LLC, Goldman Sachs, and Clayton, Dubilier & Rice LLC over Focus’ $7 billion sale last year to a private equity firm. The proposed class action brought by a pension fund alleges breaches of fiduciary duty in a sale that favored Focus’ officers, controlling shareholder, and advisers. Goldman Sachs and the other defendants now seek to dismiss the case. “This is the story of a promising company sold at the wrong time to satisfy its controlling stockholders’ desires,” the pension fund said in a brief arguing the case should proceed.
Court action: Oral arguments on the motions to dismiss will be heard in Wilmington, Del.
Thursday: In re XL Fleet (Pivotal) S’holder Litig., Del. Ch., No. 2021-0808, hearing 10/24/24.
At issue: Chancellor Kathaleen St. Jude McCormick will hear arguments over a proposed class certification in a lawsuit challenging the acquisition of XL Hybrids Inc. by Pivotal Investment Corporation II, a special purpose acquisition company. An investor in XL Fleet Corp., which specializes in converting commercial trucking fleets from gas to hybrid power, claims New York Islanders co-owner Jon Ledecky and other financiers who backed the deal ensured insiders got a windfall at the expense of public shareholders. In August, McCormick denied XL Fleet’s motion for summary judgment. The case is currently scheduled to go to trial in January.
Court action: A hearing on the motion for class certification will be held in Wilmington, Del.
Friday: Activant Ventures Adv. II LLC v. Breslow, Del. Ch., No. 2023-0721, and HS Inv. V Ltd. v. Breslow, Del. Ch., No. 2024-0918, hearing 10/25/24.
At issue: Bolt Financial Inc. has withdrawn a settlement to resolve claims that founder Ryan Breslow tried to siphon $30 million from the payments startup, but it intends to proceed with a share repurchase, according to a filing. In a parallel case, BlackRock Inc. and Hedosophia Services Ltd. seek to block a Series F financing round at Bolt that would see Breslow return as CEO. Vice Chancellor Nathan A. Cook has scheduled a hearing to consider pending issues in both cases.
Court action: The hearing will be held in Wilmington, Del.

This Week in Chancery Court: Oracle, Focus, BlackRock and Bolt

This article highlights several legal cases scheduled for Delaware Chancery Court, including a challenge to Oracle's acquisition of NetSuite, a lawsuit against Focus Financial Partners' sale, a class-action lawsuit against XL Fleet's acquisition, and disputes surrounding Bolt Financial's funding and leadership.