Frontier Oil Corp. v. Holly Corp., C.A. No. 20502, Court of Chancery

After a proposed merger between Holly Corporation, a Delaware corporation, and Frontier Oil Corporation, a Wyoming corporation collapsed, Frontier sued claiming Holly "repudiated" the merger agreement and violated the "covenant of good faith" inherent in all contracts. Frontier sought damages in excess of $100 million.

Following an expedited trial, the Court of Chancery found that Holly did not repudiate or otherwise breach the merger agreement, while Frontier had breached it.

The Corporate Counsel and Litigation Section of Young Conaway, led by partner Bruce Silverstein, worked on the matter in both an advisory capacity in connection with the merger and in a litigation capacity following Frontier's filing of the suit. For the litigation, Young Conaway served as co-counsel with McKool Smith, P.C., of Dallas, Texas and Morris, Nichols, Arsht & Tunnell of Wilmington, Delaware. In advising on the transaction, Young Conaway served as co-counsel with Vinson & Elkins, Dallas, Texas.