Firm Memoranda

Selectica, Inc. v. Versata Enterprises, Inc.: Delaware Court of Chancery Approves Net Operating Loss Poison Pill

Date: 03/31/10

On February 26, 2010, the Delaware Court of Chancery issued its decision in Selectica, Inc. v. Versata Enterprises, Inc. holding that the adoption and implementation of a poison pill with a 4.99% trigger designed to protect a company's potentially valuable net operating losses ("NOLs") was a valid exercise of a board's business judgment. Selectica is a Delaware court's first application of Unocal outside of the hostile takeover context.

CGR Memo - Selectica Inc v Versata Enterprises Inc Delaware Court of Chancery Approves Net Operating Loss Poison Pill.pdf (pdf | 34.15 KB )