Monthly Archives: January 2021

How Tax Due Diligence Benefits Buyers in Stock Acquisitions

Explore the significance of tax due diligence in stock acquisitions to avoid unexpected tax liabilities and legal disputes. Learn from a real case scenario where a buyer faced post-closing tax debts and legal battles due to inadequate tax assessment. “Trust,

Posted in due diligence, tax Tagged with: , , , , , , , , , , , , , , , , , , , ,

Hospital Buyer and Seller Dispute $2.4 Million Medicare-Medicaid Payment in M&A Deal

Explore a complex hospital acquisition case where a $2.4 million Medicare-Medicaid payment dispute arises between the buyer and seller. Gain insights into how the court interpreted the Asset Purchase Agreement (APA) and its impact on the resolution of this M&A

Posted in post-closing adjustments for pre-closing sales and services, receivables Tagged with: , , , , , , , , ,

SEC Files Lawsuit Against Target Executives for Deceptive Practices in M&A Deal

The SEC’s legal action against Target’s CEO and CTO reveals the consequences of misleading buyers in M&A deals. Learn about the case and its implications for ethical M&A negotiations. M&A Insights Choosing the ethical path in M&A negotiations is not

Posted in fraud in business sale Tagged with: , , , , , , , , ,

Buyer CEO’s False Promises Lead to Non-Dischargeable Judgment in Bankruptcy

Learn about the legal consequences of deceptive practices during a business acquisition, as a CEO’s false promises lead to a non-dischargeable judgment in bankruptcy. Explore a notable M&A case and discover the importance of honesty in negotiations. M&A Stories Taking

Posted in judgement for intentional misrepresentation, nondischargeable debt in bankruptcy Tagged with: , , , , , , , , , ,

Shareholders Can’t Challenge Merger Approval by Board due to Lack of Control Change

Explore a case study where a shareholder could not challenge the target board’s merger approval because the transaction would not result in a change of control. Learn about the legal implications and the application of the Revlon Doctrine in M&A

Posted in Change of Control, Revlon doctrine Tagged with: , , , , , ,

Target Shareholders Cannot Compel Disclosure of Merger File by Target’s Law Firm

Explore a recent legal case that delves into the rights of shareholders in M&A deals to compel disclosure of merger-related information from the target company’s law firm. Discover how the court’s ruling highlights the law firm’s allegiance to the target

Posted in Ownership of Target Law Firm File Tagged with: , , , , , , , , , ,

Buyer’s Waiver of Privileged Communications Shared during Due Diligence

Learn about a court case where sharing privileged communications during due diligence led to a waiver of attorney-client privilege. Understand the implications for M&A transactions and the importance of maintaining a clear distinction between legal and commercial interests. M&A Stories

Posted in attorney client privilege, common interest doctrine Tagged with: , , , , , , , , ,

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