Delaware Corporate Litigation Insights: A Lewis Brisbois Podcast

When Deals Go Bad: Drafting M&A Agreements with Litigation in Mind

Francis Pileggi & Chauna Abner — Wed, 16 Sep 2026 12:56:01 -0700

What turns a successful transaction into a costly courtroom battle? In Episode 6 of the Delaware Corporate Litigation Insights Podcast, hosts Francis Pileggi and Chauna Abner are joined by Lewis Brisbois' Corporate Practice Chair Michael Platner, a deals lawyer with four decades of experience and billions of dollars in transactions under his belt. Michael works with clients to develop and execute business-savvy legal strategies for businesses, from early stage through maturity and sale or merger, with a view toward maximizing benefit to their owners and investors.

Michael shares lessons from transactions that went sideways and examines some of the deal terms most likely to fuel disputes, including earnouts, escrows, working-capital adjustments, fiduciary-duty waivers, and executive compensation provisions. He also explains why earnouts can be particularly contentious—describing them as disagreements over purchase price accompanied by an agreement to litigate later. Listen to the full episode for practical insights on structuring deals, anticipating litigation risk, and drafting agreements built to withstand a dispute.

The Prevention Doctrine in Delaware Contract Disputes

Francis Pileggi & Chauna Abner — Fri, 04 Sep 2026 07:33:21 -0700

When can you stop performing under a contract, and when does doing so put you in breach? In Episode 5 of the Delaware Corporate Litigation Insights Podcast, hosts Francis G.X. Pileggi and Chauna Abner are joined by Delaware corporate and commercial litigator Sean Bellew to unpack the Court of Chancery’s recent decision in World Energy LLC v. Air Products and Chemicals, Inc. Sean is a trial lawyer who handles complex corporate, commercial and employment litigation matters, with an emphasis on corporate litigation in the Delaware Court of Chancery. He represents Delaware corporations, corporations doing business in Delaware and internationally and individuals in cases involving corporate control, trade secrets, corporate governance, statutory and contractual disputes, fiduciary duties, antitrust, securities, employment claims and injunction litigation.

The trio examines Delaware’s prevention doctrine, which may excuse a party’s nonperformance when the other side prevents it from fulfilling its contractual obligations. They discuss why that argument fell short in World Energy and what the decision teaches about clearly defining the sequence of payment and performance obligations. They also explore how smart contract drafting, forbearance agreements, and even everyday communications between parties can shape the outcome of a dispute long before anyone steps into a courtroom. Listen to the full episode for practical takeaways on drafting stronger agreements, documenting potential breaches to prepare for litigation, and protecting your position when a business relationship starts to unravel.

AI Hallucinations & Credibility

Francis Pileggi & Chauna Abner — Mon, 17 Aug 2026 07:52:31 -0700

In Episode 4 of the Delaware Corporate Litigation Insights Podcast, host Delaware Managing Partner Francis G.X. Pileggi is joined by K&L Gates litigation partner Steven L. Caponi to examine a recent Delaware Court of Chancery decision involving fabricated quotations generated through the use of AI in a court filing. Steven frequently serves as “Delaware Counsel” for corporations and other law firms from around the world in connection with cases pending in Delaware and to advise on Delaware law issues for transactions originating in other jurisdictions, but governed by Delaware law.

Francis and Steve discuss the professional obligations attorneys face when using generative AI, including the need to independently verify every citation, quotation, and legal argument before submitting a filing. They also explain how the Court of Chancery responded to the problem, and the need for counsel to fully correct the initial filing, accept responsibility, and respond candidly. The Delaware Court of Chancery’s published decision on a recent matter where the issue arose was also highlighted on the Delaware Corporate and Commercial Litigation Blog. This recent podcast episode offers practical guidance for lawyers who discover a substantive error in a filing: notify the court promptly, make a complete correction, take ownership of the mistake, and never shift responsibility to others. Listen to the full episode to get key insights on how an attorney’s credibility is built over an entire career, and should never be sacrificed for a single case or client.

Inside Delaware's Latest Rulings on Forum Selection & Jurisdiction

Francis Pileggi & Chauna Abner — Tue, 04 Aug 2026 10:12:47 -0700

In Episode 3 of the Delaware Corporate Litigation Insights Podcast, hosts Francis Pileggi & Chauna Abner are joined by Lewis Brisbois partner Aimee Czachorowski to examine three recent Delaware Court of Chancery decisions that every corporate litigator should have on their radar. Aimee has extensive experience representing clients in equitable matters in Delaware's Court of Chancery, including expedited and summary proceedings. The trio explore how Delaware courts are approaching forum selection clauses in the wake of recent amendments to Section 122(18) of the Delaware General Corporation Law, including when fiduciary duty claims can be contractually litigated in another jurisdiction. The hosts also analyze a significant personal jurisdiction ruling addressing the limits of Delaware's long-arm statute and what it takes to establish jurisdiction over foreign executives who oversee investor-appointed directors. Finally, they review a recent decision confirming that parties who disregard a valid forum selection clause may be required to pay the opposing party's attorneys' fees and costs. Listen to the full episode for key insights on practical drafting considerations, litigation strategies, and navigating corporate governance disputes and forum selection issues in Delaware.

Deadlock, Dissent, and Attempts to Break the Rules

Francis Pileggi & Chauna Abner — Wed, 08 Jul 2026 10:14:13 -0700

In Episode 2 of Delaware Corporate Litigation Insights, our hosts Delaware Managing Partner Francis Pileggi and Partner Chauna Abner welcome Lewis Brisbois Partner Sean Brennecke to the podcast for a discussion of recent Delaware corporate and commercial decisions. Sean serves as Vice-Chair of the firm’s Directors & Officers Litigation practice, and has represented corporations, alternative entities, and their respective directors, officers, shareholders, members, and managers, in complex litigation matters which frequently involve expedited proceedings and injunction practice. The cases discussed in this episode involve a request for dissolution based on a deadlock among LLC members, fabricated records in a Section 225 summary proceeding to determine proper managers, sanctions for breach of a confidentiality order, and which state’s bylaws apply to claims against Tesla after it became a Texas corporation. Listen to the full episode to get these experienced litigators’ insights.

No Such Thing as “Local Counsel” in Delaware Court of Chancery (feat. Jonathan Blank from McGuireWoods)

Francis Pileggi & Chauna Abner — Wed, 17 Jun 2026 10:01:12 -0700

In the inaugural episode of Delaware Corporate Litigation Insights, Francis and Chauna welcome veteran trial lawyer Jonathan Blank of McGuireWoods to the show for a discussion on what every non-Delaware attorney needs to know about litigating in the Delaware Court of Chancery. From the unique role of Delaware counsel to the importance of collaboration in high-stakes corporate disputes, this episode offers practical insights from lawyers who have navigated some of the nation's most complex business litigation.

Jonathan is co-leader of McGuireWoods' Energy Industry Team and represents clients in complex commercial disputes involving wind, solar, biomass, mineral rights, royalties, construction, antitrust, fraud, and other business matters. An accomplished trial attorney, he has handled dozens of bench and jury trials, arbitrations, and appeals in state and federal courts across the country, bringing a national perspective to Delaware's unique litigation landscape.