This Week in Chancery Court: Legislative Debate, Kraft Heinz

A proposal to overhaul Delaware’s corporate law codes to address fears that business moguls will follow Elon Musk in reincorporating their companies elsewhere gets its first public legislative hearing on Wednesday.

Here’s a look at what’s on the calendars in the Delaware Supreme Court and Chancery Court this week:

Monday: Jeffries v. Abercrombie & Fitch Co., Del. Ch., No. 2024-1225, hearing 3/10/25.

At issue: Former Abercrombie & Fitch Co. CEO Mike Jeffries wants the Delaware Chancery Court to grant summary judgment in his case attempting to get the apparel giant to pay the legal fees associated with his criminal indictment for alleged sex trafficking of male models. Jeffries argues in a brief that the company should be obligated to pay fees related to the indictment in the same way it had to pay fees in a civil class action over the same conduct. Abercrombie claims the indictment is fundamentally different from the civil lawsuit because Abercrombie isn’t a party, and isn’t alleged to have participated in Jeffries’ alleged misconduct.

Court action: The hearing will be held in Wilmington, Del.

Ex-Abercrombie CEO Says Company Must Pay Criminal Defense Costs

Wednesday: In re Columbia Pipeline Grp. Inc. Merger Litig., Del., No. 281,2024, oral arguments 3/12/25.

At issue: The state’s top court hears arguments in an appeal regarding TC Energy Corp., the former TransCanada Corp., and its acquisition of Columbia Pipeline Group Inc., which the Chancery Court has determined was acquired in an underpriced $13 billion transaction. The lower court also determined TC Energy Corp. owed $199 million plus interest to ex-Columbia investors. The Chancery Court rulings threaten to “dramatically expand liability for third-party buyers, effectively requiring buyers to supervise the sellers’ officers and directors,” TC Energy says in an appeals brief. The US Chamber of Commerce filed an amicus brief supporting TC Energy’s appeal.

Court action: The Delaware Supreme Court hears oral arguments in Dover, Del.

TC Energy Owes $199 Million in Columbia Pipeline Deal Case (1)

Wednesday: Sciannella v. AstraZeneca UK Ltd., Del., No. 303,2024, oral arguments 3/12/25.

At issue: The high court hears arguments in an appeal seeking reversal of a Chancery Court ruling allowing AstraZeneca Plc to escape a lawsuit from shareholders over its $3 billion sale of biotech firm Viela Bio Inc. The shareholders argue in a brief that the trial court “attempted to make findings regarding multiple contested facts and resolve a host of factual issues” too early in the litigation instead of at a scheduled trial.

Court action: The Delaware Supreme Court hears oral arguments in Dover, Del.

AstraZeneca Wins Dismissal Of Shareholder Suit Over Viela Sale

Wednesday: Erste Asset Mgmt. GmbH v. Hees, Del., No. 374, 2024, oral arguments 3/12/25.

At issue: The high court will hear arguments seeking the reversal of a Chancery Court ruling that allowed Kraft Heinz Co. to prevail over an Austrian asset manager’s attempt to reopen litigation over $1.2 billion in stock sales shortly before Kraft’s share price plummeted in 2018. Erste Asset Management GmbH, an affiliate of Erste Group Bank AG, argues in a brief that it sufficiently pleaded fraud and has newly discovered evidence.

Court action: The Delaware Supreme Court hears oral arguments in Dover, Del.

Kraft Heinz Defeats Effort to Revive Insider Trading Lawsuit

Thursday: Food Investments SPA v. Quiroga, Del. Ch., No. 2024-1098, oral arguments 3/13/2025.

At issue: Vice Chancellor J. Travis Laster will hear arguments on South Lake One LLC’s motion to dismiss a lawsuit brought by Australis Seafoods over an allegedly fraudulent transaction made by former owner Isidoro Quiroga. Australis, a Chilean salmon company, claims in their complaint that Quiroga artificially inflated the firm’s value when he sold the company for $900 million. South Lake One, which bought properties from Quiroga, claims the case should be resolved in arbitration in Chile instead of Delaware.

Court action: The oral arguments will be held in Wilmington, Del.

China’s Legend Sues Chilean Investor in US Over Salmon Deal

Friday: Bass v. Geneve Holdings Inc., Del. Ch., No. 2022-0778, settlement hearing 3/14/25.

At issue: Vice Chancellor J. Travis Laster must give final approval to a proposed settlement to resolve shareholder litigation challenging Independence Holdings Corp.'s $333 million take-private buyout by controlling stockholder Geneve Holdings Inc. According to a brief, the $11 million all-cash settlement also includes a $2.58 million attorneys’ fee award.

Court action: The settlement hearing will be held in Wilmington, Del.

Geneve Holdings Sued Over $333 Million Independence Holding Deal