SIGA’s lawyer, on the topic of Mr. Drapkin’s “promise” that the deal would be done: “It’s puzzling that something said by Mr. Drapkin in February, before the bridge loan agreement was written, before the merger agreement was written, before the “obligation to negotiated in good faith” was reduced to writing in a fully negotiated, integrated contract between two sophisticated people-- How it is that something Mr. Drapkin might have said to someone is of any significance at all! If you thought you had that promise from Mr. Drapkin, your obligation was to get it reduced to writing…”
I’ll bet all my SIGA shares that they agree to that! Er, ah, oops…. I’d better not say that! Parsons might hold me to it!
Early on a judge (in response to SIGA lawyers description of the “expectation damages”): “Isn’t there a “Heads I win tails you lose” aspect to the claim for breach of the duty to negotiate in good faith? And by that I mean: if any relief at all is granted, whether its reliance damages or expectation damages, ah, that necessarily presupposes that the negations would have conceded with some agreement. And, that ‘s speculative by its very nature, because that’s unknowable. So, that’s a, a, the “Heads I win tails you lose”, is that, a, ya know, if full effect is given to that argument then no relief is granted. In which case, why have a claim, ya know, why recognize a claim for breach of a duty for, a, to negotiate in good faith at all?” SIGA attorney: “I don’t know why ” Judge: And yet we have that.