COURT OF CHANCERY

OF THE

SAM GLASSCOCK III

VICE CHANCELLOR

STATE OF DELAWARE COURT OF CHANCERY COURTHOUSE

34 THE CIRCLE

GEORGETOWN, DELAWARE 19947

Date Submitted: August 9, 2018

Date Decided: August 21, 2018

J. Peter Shindel, Jr., Esquire

Daniel J. McBride, Esquire

Abrams & Bayliss LLP

20 Montchanin Road, Suite 200

Wilmington, Delaware 19807

R. Bruce McNew, Esquire

Christopher H. Lee, Esquire

Cooch & Taylor, P.A.

1000 West Street, 10th Floor

Wilmington, Delaware 19899

Sean M. Brennecke, Esquire

Klehr Harrison Harvey Branzburg LLP

919 Market Street, Suite 1000

Wilmington, Delaware 19801

Re: Alpha Holdings, Inc. et al. v. Chris Kim et al., Civil Action No. 

2018-0283-SG

Dear Counsel:

This matter is scheduled for trial in November on a subset of the issues raised 

in the Complaint, composed of the contractual issues raised in Counts I and II. In 

rather lengthy telephone and office conferences, I have attempted, unsuccessfully, 

to give the parties guidance on how the short time remaining before trial should be 

used. At an office conference of July 19, 2018, I had an extended discussion with 

counsel about issues they had been unable to resolve in connection with a pretrial 

scheduling order, a discussion occupying, I find, twenty-eight pages of reported 

transcript. By the conclusion of that effort, I believed the substantive issues had 
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been resolved; I left it to the parties, however, to act in the tradition of the Delaware 

bar to resolve practical issues without Court intervention, and to provide a stipulated 

form of order. In pursuing that case management strategy, I was unwise.

I have attempted to review the parties’ proposed versions of an appropriate 

scheduling order on the expedited matters. The disagreements are pervasive.

As I have tried to convey, unsuccessfully, litigation in this forum is bounded 

by rules, but those rules assume that norms of behavior, implicitly followed, will 

inform actions of counsel. Without the norms, the rules are impotent. One of the 

perhaps underappreciated keys to the success of Delaware as a litigation forum is 

the strength of the traditions of our bar, and the extent to which even hard-fought 

litigation is self-cabined by respect for these traditions and norms, and of counsel 

for one another.

I will not repeat here some of the picayune disputes in the competing 

scheduling orders, because there are legitimate differences between the parties that

it was appropriate to submit to me, and which I deal with here. I granted expedition 

on the contract issues because it appeared to me that complete relief, should the 

Plaintiffs prevail, likely depended upon it. I declined to enter a stay of other 

discovery in the case, leaving it to the discretion of counsel to decide how to proceed 

on such non-expedited discovery in light of the demands of the impending 
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November litigation, and in light of the benefits of avoiding duplicate discovery that

a stay might compel. Again, this has proved unwise.

Accordingly, I am staying discovery on all issues except those necessary to 

the trial of Counts I and II. This includes a stay of further discovery from Defendant 

Thomas Jefferson University and of the “mismanagement” or “receivership” issues,

with the exception that the Plaintiffs may seek the bank records of Viral Gene. Any 

party may seek to lift this stay before the November trial, but the stay will not be 

disturbed absent good cause shown.

With this directive, it should be possible for the parties to confer and agree on 

a sensible schedule to prepare this matter for trial on a paper record scheduled for 

November 16, 2018. Accordingly, the parties should submit a stipulated order 

governing the expedited proceedings by 4:00 p.m. on August 24, 2018. The order 

should provide for completion of briefing on the Defendants’ motion to dismiss 

limited to the allegations of Counts I and II. It should omit, however, pre-trial 

briefing, which I will forgo in the interests of expedition and in recognition of the 

limited issues presented. Given the exigencies of time, I will either decide the 

motion to dismiss on the papers promptly, or defer consideration until after argument 

on November 16, as I find appropriate on review of the briefs.

In the alternative, should the parties be unable to come to an agreement on a 

stipulated order, they should each provide a comprehensive form of order governing 
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the pretrial proceedings. It is my intention, in that case, to enter in its entirety the 

form of order that best comports with the guidance of this Court in past office 

conferences and this Letter Order, the exigencies of the upcoming litigation, and the 

norms and traditions of the Delaware bar, and without modification by the Court 

other than for the Court’s convenience.

To the extent the foregoing requires an Order to take effect, IT IS SO 

ORDERED.

Sincerely,

/s/ Sam Glasscock III

Sam Glasscock III