Yesterday, Chief Judge Connolly issued an opinion granting a preliminary injunction in Lennox AES Holdings LLC v. Benton, C.A. No. 25-575-CFC (D. Del.).
This contract case was originally filed in the Court of Chancery to enforce non-competition and non-solicitation provisions of an agreement related to the purchase of a business (or, at least, its assets).
The plaintiff is the business who purchased the assets. It filed suit in the Court of Chancery to stop the previous owner from selling certain kinds of products, which it alleged violated the agreement.
The defendant removed the case from the Court of Chancery to District Court. The plaintiff then sought both a TRO preventing the sale of the products, and a preliminary injunction. The Court previously denied the TRO based on some representations from the defendant about the nature of prior sales.
Yesterday, the Court issued an opinion granting the preliminary injunction based in part on finding some of the defendant's previous representations to be unsupportable.
The opinion as a whole is a great read, but I wanted to call out one specific part.
In granting the preliminary injunction, the Court faulted the defendant for removing the case from the Court of Chancery (a fast court that is geared to deal with these kinds of disputes) to the District of Delaware.
The Court implied that the case could have been resolved faster in Chancery, and that by removing, the defendant caused a delay that cuts in favor of issuing the preliminary injunction:
I am . . . not persuaded that [Defendant] Benton would suffer any significant harm by being precluded from selling the [relevant product] between now and the ultimate resolution of this case, especially since I am willing to try the case as early as February next year. . . . Benton's delaying of the resolution of this dispute by removing it from the Court of Chancery, a court with a well-deserved reputation for excellence and speed, also weighs in Lennox's favor. This is especially so because in Section 11.4.2 of the APA, Benton ["]CONSENT/ED] TO THE EXCLUSIVE JURISDICTION OF THE DELAWARE COURT OF CHANCERY (AND ANY STATE APPELLATE COURT THEREFROM LOCATED IN THE STATE OF DELAWARE) OR FEDERAL COURT LOCATED IN NEW CASTLE COUNTY IN THE STATE OF DELA WARE AND IRREVOCABLY AGREE[D] THAT ALL ACTIONS OR PROCEEDINGS RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT MAY BE LITIGATED IN SUCH COURTS.["]
Lennox AES Holdings LLC v. Benton, C.A. No. 25-575-CFC, at 24-25 (D. Del. Dec. 9, 2025) (bold emphasis in original).
(Apologies for the odd formatting above—the Court block-quoted the parties' agreement, but our blog software can't handle a block quote within a block quote.)
Does This Mean That Removal = Preliminary Injunction? No.
Going forward, I'm guessing this portion of the opinion may be cited for the proposition that removal mitigates in favor of issuing a preliminary injunction.
I'm not sure that's right, though. In my view, the holding essentially says that removal from the Court of Chancery delays resolution of an action, and the defendant's objection that it will suffer prejudice during a preliminary injunction carries less weight when his own actions contributed to that prejudice. In other words, the preliminary injunction will be longer because cases in the District Court, which the defendant chose, tend to take longer to resolve.
Either way, though, it's something to consider in the calculus of whether to seek removal of an action from the Court of Chancery when it potentially involves a TRO or preliminary injunction.
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