Buyer purchased a 99-bed skilled nursing facility located Santa Clarita, California from Seller through an asset purchase agreement that closed on January 5, 2015. After the closing Buyer was sued by a multi-employer pension plan (union pension plan) for Seller’s…
Monthly Archives: August 2018
Buyer of large nursery business in bankruptcy is winning right to assume 3 crucial real estate leases
Seller, based in Temecula, California, owned and operated one of the largest greenhouse operations in the country. Seller filed for chapter 11 bankruptcy protection on May 29, 2018. As part of the bankruptcy, the bankruptcy court approved Seller’s sale of…
Texas court reduces geographic reach of noncompetition covenant given by seller of Hispanic grocery stores
Buyer owns two chains of grocery stores: La Michoacana and El Ahorro. In total, he owns 150 stores throughout Texas and Oklahoma. These grocery stores primarily target Hispanic customers. There were over 70 La Michoacana and El Ahorro stores in…
Posted in covenant not to compete, reformation
Court permits buyer of insurance claims adjusting firm to sue seller for fraudulently describing its relationship with its biggest insurance company customer
In 2010, Buyer, a Texas based insurance-claims-adjusting firm owned and operated by Larry, was looking to expand. With the help of an investment banking firm, Buyer identified California-based Seller, also an insurance-claims-adjusting firm, as a potential acquisition target. Seller was…
Posted in fraud in business sale
New Mexico Court rejects application of de facto merger doctrine to buyer of assets of the maker of hot tar holding tanks
In this case, Seller was a maker of a tar lugger, a holding tank for hot tar that is used in the roofing business. In the fall of 2013, Buyer purchased the assets of Seller’s tar lugger business. About a…
Court considers whether bankruptcy sale of Chrysler shields buyer from pre-closing claim for a defective airbag
This case involves the purchase by Buyer of substantially all of the assets of the distressed auto business of Seller, (Chrysler). The 2009 sale occurred in Seller’s chapter 11 bankruptcy reorganization in which Seller sold most of its assets to…
Court imposes successor liability on buyer of construction business assets for seller’s defective design and construction of building
On April 17, 2003, Credit Union, an Alabama credit union, and Seller, a Georgia construction company specializing in financial facilities, entered into a program services agreement for Seller to design and construct a building for Credit Union in Gadsden, Alabama.…
Posted in successor liability
Buyer lost business because he withheld note payments owed to seller upon buyer’s discovery of seller’s fraud where note was secured by seller’s stock
Sellers were the owners of Company, a waste collection, disposal, and processing company engaged in business in the Washington, D.C. area. In 2016, Sellers decided to retire. In February 2016, Sellers proposed to sell Company to Buyer, who had served…
Buyer of two Gulfstream wing supply programs fights with Seller over responsibility for Seller’s warranty claims
Buyer, a Pennsylvania based international supplier of aerospace components and systems, acquired two Tulsa, based Gulfstream Aerospace Corporation wing supply programs from Seller. Seller is a large first-tier manufacturer of aircraft airframe components. The asset purchase agreement, dated December 8,…
Buyer purchased hospital in bankruptcy, free and clear of a state age discrimination claim against seller
On May 28, 2014. Seller, a 211-bed independent community hospital located in the greater Newark, New Jersey area, entered into an asset purchase agreement with Buyer, a for-profit hospital chain based in California, for the sale of Seller’s hospital to…
Recent Comments