Great Hill Equity Partners IV, LP v. Sig Growth Equity Fund I, LLP
Delaware Court of Chancery
80 A.3d 155 (2013)
- Written by Sean Carroll, JD
Facts
Great Hill Equity Partners IV, LP, and others (collectively, Great Hill) (plaintiffs) bought Plimus, Inc. The merger agreement did not contain any reservations of the any attorney-client privilege held prior to the merger. Great Hill sued former representatives of Plimus (the sellers) (defendants) for fraudulently inducing the merger. After the suit was filed, Great Hill found certain documents in transferred Plimus files between Plimus and its counsel that would have been subject to the attorney-client privilege. Great Hill informed the sellers, and the sellers asserted the attorney-client privilege. The sellers argued that they, not the surviving corporation, were the rightful holders of the attorney-client privilege with respect to the documents. Great Hill cited Delaware law that stated that after a merger, “all property, rights, privileges, . . . and every other interest” became the property of the surviving corporation.
Rule of Law
Issue
Holding and Reasoning (Strine, J.)
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