Explore the case of a health club’s ownership dispute with its landlord. Get insights into asset rights and landlord-tenant conflicts in this M&A legal battle. M&A Stories February 18, 2019 In a recent case, a health club in Georgia faced…
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Seller’s Limited Liability in Asbestos Claims Dispute
Explore a critical M&A case involving product liability claims related to asbestos in talcum powder products. Understand the key disagreement, contractual language, arguments from both parties, and the court’s decision. Learn why precise language in asset purchase agreements is crucial.…
Posted in asset purchase agreement Tagged with: Asbestos claims dispute, asset purchase agreement, buyer's assumption of seller's liabilities, Buyer's indemnification, Closing date, Connecticut federal court, contractual language, Court decision, legal case analysis, M&A legal blog, Parfums De Coeur LTD v Conopco Inc, Precise language in agreements, Product claims, product liability, Seller's liabilities, Talcum powder products
Buyer’s Asset Acquisition: No Responsibility for Seller’s Alleged Forced Labor Liability
Explore a complex M&A case involving the liability of a buyer for a seller’s alleged forced labor issues. Discover how the court ruled in favor of the buyer, highlighting the importance of thorough due diligence in mergers and acquisitions. M&A…
Posted in asset purchase agreement, Buyer beware, federal employer liability, notice, seller rep of no federal employer liability, successor liability Tagged with: asset purchase agreement, Buyer's asset acquisition, Buyer's responsibility, Carter v Paschall Truck Lines Inc, Class action lawsuit, Court ruling in M&A, Due Diligence in Acquisitions, Federal forced labor statute, Forced labor liability, Lease agreements in M&A, Legal implications in M&A, M&A Case, M&A legal blog, Merger and acquisition law, Seller's asset sale, Seller's unlawful conduct, successor liability, Trucker's claims
Understanding Successor Liability in M&A Deals: Michigan vs. New Jersey
Explore the nuances of successor liability in M&A deals, focusing on the legal case of Varilease Finance, Inc. v. Earthcolor, Inc. This blog simplifies the complexities of Michigan and New Jersey’s successor liability tests, offering insights for professionals in the…
Posted in asset buyer's assumption of seller's liabilities by contract, asset purchase agreement, asset seller's liabilities, assumed liabilities, assumption of a contract, buyer's assumption of seller liabilities in asset acquisition, excluded liabilities, mere continuation, seller owners equity interest in buyer, successor liability Tagged with: Asset buyer, asset purchase agreement, Business acquisition, Case Study, Due diligence in M&A, Legal dispute, M&A legal blog, Master Lease Agreement, Mere Continuation Rule, Michigan law, Michigan vs. New Jersey, New Jersey law, successor liability, Successor liability risks, Varilease Finance Inc. v Earthcolor Inc
Legal Claims in M&A: Buyer’s Oral Promises Land Them in Court
Explore a case study involving oral promises in an M&A deal and the legal implications. Learn how a buyer’s actions led to a court battle. M&A Stories January 10, 2019 In 2016, a company based in the greater Sacramento area,…
Posted in asset purchase agreement, boilerplate provisions, fraud in business sale, integration clause, no oral modifications of contract, private equity Tagged with: asset purchase agreement, buyer's oral promises, Case Study, duty of disclosure, fraudulent misrepresentations, integration clause, legal implications, M&A legal claims, M&A litigation, Negligent Misrepresentation
Buyer’s purchase price may triple post-closing because of underfunded union pension plan
Explore the legal implications of a case where a buyer’s purchase price may triple post-closing due to an undisclosed underfunded union pension plan liability. Learn from the Members of the Board Of Administration of the Toledo Area Industries UAW Retirement…
Posted in asset purchase agreement, constructive knowledge, distressed business acquisitions, federal multiemployer pension plan withdrawal liability, multi-employer pension plan, successor liability, union liabilities Tagged with: asset purchase agreement, Business continuity analysis, Buyer's purchase price, Due diligence in M&A, ERISA (Employee Retirement Income Security Act), Goodwill in M&A, Hidden liabilities, Legal consequences in M&A, Legal implications in M&A, M&A case study, M&A legal blog, M&A lessons learned, Obz Inc case, Toledo Area Industries UAW Retirement Income Plan, Union pension plan liability
Energy Drink Acquisition: Legal Battle Over Formula Restrictions
Explore the legal battles surrounding energy drink acquisitions and formula restrictions. Learn from the case of Innovation Ventures, LLC v. Custom Nutrition Laboratories, LLC. M&A Stories January 2, 2019 In 2004, a well-known energy drink manufacturer partnered with a company…
Posted in asset purchase agreement, assumed liabilities, assumption of a contract, assumption of contract by incorporation by reference Tagged with: asset purchase agreement, case reference, Custom Nutrition Laboratories, Energy Drink Acquisition, Formula Restrictions, Innovation Ventures, Legal battles, M&A, Settlement Agreement
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