Currents, the newsletter of the Corporate Counsel Section of the State Bar of Texas, featured an article titled “Strategic Leverage: Utilizing State Law in M&A Sandbagging Negotiations,” authored by partner Todd Lowther (Houston-Tax). The article appeared in Currents’ Winter 2020 issue.

The article explores the current state law on sandbagging in Delaware, Texas, New York, California, Colorado, New Mexico, North Dakota, Ohio and Pennsylvania, key jurisdictions in both the energy and technology sectors. By understanding the default state law position on sandbagging, practitioners can strategically use negotiating leverage in discussions on whether to include pro-sandbagging clauses, anti-sandbagging clauses or to remain silent.