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CRISPO v. MUSK

C.A. No. 2022-0666-KSJM.

304 A.3d 567 (2023)

Luigi CRISPO, Plaintiff, v. Elon R. MUSK, X Holdings I, Inc., and X Holdings II, Inc., Defendants.

Court of Chancery of Delaware.

Date Decided: October 31, 2023.

Attorney(s) appearing for the Case

Michael Hanrahan , Samuel L. Closic , John G. Day , Robert B. Lackey , PRICKETT, JONES & ELLIOTT, P.A., Wilmington, Delaware; Max Huffman , Joseph A. Pettigrew , SCOTT + SCOTT ATTORNEYS AT LAW LLP, San Diego, California; Justin O. Reliford , Jing-Li Yu , SCOTT + SCOTT ATTORNEYS AT LAW LLP, New York, New York; Counsel for Plaintiff Luigi Crispo.

Edward B. Micheletti , Lauren N. Rosenello , SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP, Wilmington, Delaware; Counsel for Defendants Elon R. Musk, X Holdings I, Inc., and X Holdings II, Inc.

OPINION

This decision addresses the question of whether a stockholder of a target company has third-party beneficiary status to sue for lost-premium damages under a merger agreement that expressly contemplates lost-premium damages. The question arises in a curious procedural context—on a petition for mootness fees...

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