Reasonable COVID-19 Preventative Measures Can Breach Ordinary Course of Business Covenant
In AB Stable VIII LLC v. MAPS Hotels and Resorts One LLC et al., the Delaware Court of Chancery, held for the first time that reasonable measures aimed at combatting COVID-19 can violate the ordinary course of business covenant in a sale agreement if those measures “materially change [the] business or business practices” of the target company. In connection with the attempted sale by AB Stable VIII LLC ( “Seller”) of a subsidiary holding 15…