Goodwin's Adam Slutsky, Joseph Rockers and John Barker discuss in Westlaw Today the impact of a Delaware Chancery Court decision that found a biopharmaceutical company failed to use commercially reasonable efforts to develop a drug product candidate. On June 11, 2025, the Delaware Court of Chancery found Alexion Pharmaceuticals liable for more than $180 million in damages to former stockholders of Syntimmune, Inc., following the Court's September 2024 ruling that Alexion breached its obligation to use commercially reasonable efforts ("CRE") to develop Syntimmune's lead product candidate after acquiring Syntimmune. The Court held that the objective, outward-facing definition of CRE in the parties' merger agreement — which pegged the efforts required to those a hypothetical, similarly situated biotechnology company would take under the circumstances — did not leave room for Alexion to deprioritize and then terminate the development program at issue based on idiosyncratic, company-specific priorities.