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Court Of Chancery Explains Effect Of Spin-Off

Posted In M&A

Miramar Police Officers' Retirement Plan v. Murdoch, C.A. No. 9860-CB (April 7, 2015) This is an interesting decision because it deals with what is the effect of a spin-off of corporate assets on existing contracts that apply to the parties' "transferees, successors and assigns." When a different line of business is spun-off, absent clear contrary language, the spun-off entity does not assume the obligations of its former parent under such contracts.

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