Academic

You may remember that we got all excited when shareholders of Bear Stearns filed a lawsuit in Delaware. Steve Davidoff just forwarded Vice-Chancellor Parsons' opinion in which he grants defendants' motion for a stay. Given the existence of a similar lawsuit in New York, Vice Chancellor Parson relied on traditional forum non conveniens factors in deciding to grant the stay. His big fear was the "risk [of] creating uncertainty in a delicate matter of great national importance." That last bit is an interesting part of the opinion:

I find the circumstances of this case to be sui generis. What is paramount is that

this Court not contribute to a situation that might cause harm to a number of affected

constituencies, including U.S. taxpayers and citizens, by creating the risk of greater

uncertainty.

The opinion also mentions plaintiffs' claims that the defendants colluded with the New York plaintiffs to "position the New York Action ahead of this one by stipulating to a schedule immediately after being notified, on or about March 24, that the Delaware Plaintiffs were about to request a temporary injunction against the anticipated April 8 issuance of the JPMorgan Shares." Vice-Chancellor Parsons viewed the two cases "virtually identical."

Vice-Chancellor Parsons suggests that New York would go ahead, regardless of the result in Delaware and that, as a result, restraint by the Delaware court is the better course. Question re strategy from a transactional lawyer: is this all there is to it? Or would the defendants in this case have an advantage being in New York rather than Delaware?