In Binks v. DSL.net, Inc., et al., a recent unreported decision, the Delaware Chancery Court granted DSL.net, Inc.’s (DSL) motion to dismiss all claims brought by Charles M. Binks for failure to state a claim upon which relief could be granted and loss of standing to sue derivatively as a result of the merger between DSL.net, Inc. (DSL) and MegaPath, Inc. Binks, a former minority stockholder of DSL, asserted a wide range of claims in relation to a 2006 financing transaction between DSL and MegaPath. Bink’s claimed, among other things, (i) that DSL’s directors breached their Revlon duties by failing to obtain the best price reasonably available in a change in control transaction and diluting stockholder equity by approving and executing the MegaPath financing transaction; (ii) that the transaction should be subject to an entire fairness review as a result of a conspiracy between Megapath and VantagePoint Venture Partners, L.P., which was at certain times the controlling shareholder of DSL; and (iii) that the DSL board and MegaPath committed corporate waste.

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