A Georgia intermediate appellate court held that the buyer had not breached the purchase agreement after the closing for wanting to unwind the deal. July 26, 2023 Introduction: In a recent case, an Atlanta nightclub buyer faced a lawsuit from…
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BUYER NOT IN BREACH FOR DEMANDING REFUND AFTER UNVEILING SELLER’S FRAUD IN NIGHTCLUB PURCHASE
Posted in fraud in business sale Tagged with: Atlanta Nightclub Acquisition, Buyer's Refund Demand, Directed Verdict in Trial, Disclosure of Criminal Incidents, Grae Hospitality, Lawsuit and Appellate Court, LLC, LLC v. LL Atlanta, M&A legal blog, Purchase Agreement Breach, Seller's Fraudulent Actions, Unwinding a Deal in M&A
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…
Buyer’s Ability to Sue Seller for Fraud in Delaware “As Is” Deal
Explore the legal implications of fraud in M&A deals, particularly in cases where buyers agree to purchase assets “as is” without explicit assurances. Learn from a real case study and understand the importance of representations and warranties in protecting buyers’…
Buyer Cannot Sue Seller for Withholding Pending Customer Loss Information
Explore a case study in M&A where the buyer’s inability to sue the seller is examined due to contractual limitations on claims beyond representations and warranties. M&A Stories December 10, 2020 Introduction: When considering the purchase of a business, it’s…
Posted in contracts, due diligence, extra-contractual fraud, fraud in business sale, non-reliance clause Tagged with: asset purchase agreement, Business acquisition, Business Transactions, buyer-seller dispute, contractual limitations, contractual representations, Delaware law, due diligence, fraud, Humana contracts, Legal action, loss of major customer, M&A legal case study
Seller’s $14.5 Million Fraud Claim Fails Against Majority Shareholder in Stock Deal
Read about a case where a $14.5 million fraud claim by siblings against a majority shareholder in a pharmaceutical company stock deal failed due to oversight in reviewing legal documents. Learn the importance of thorough legal document examination before finalizing…
Posted in fraud in business sale, fraudulent inducement, shareholder release Tagged with: attorney guidance, case reference, consequences, Fraud claim, investment, Legal action, legal documents, M&A legal blog, majority shareholder, New York state trial court, pharmaceutical company, read before signing, stock deal, transaction documents
Buyer Can Sue Seller’s Owner for Fraud in Asset Business Deal
Explore a case study where a buyer sued a seller’s owner for fraud in an asset business deal. Learn about the legal elements, court’s decision, and valuable takeaways for buyers in similar situations. January 20, 2020 Introduction: “Things gained through…
Court Approves Seller’s Fraud Lawsuit in Earnout Dispute
Explore a real-life M&A dispute where a seller’s fraud lawsuit against a buyer over an earnout disagreement led to a court ruling. Gain insights into the legal intricacies of this case and the implications for M&A agreements. November 6, 2019…
Posted in anti-reliance clause, earn outs, integration clause Tagged with: anti-reliance provision, earnout dispute, fraud lawsuit, Gruner v. Huron Consulting Group, Illinois common law, Illinois Securities Law, Inc., integration clause, Keywords: M&A lawsuit, legal analytics company, stock purchase agreement
Earnout Dispute: Lessons for Business Sellers
Explore the case of a Texas-based seller’s earnout dispute and the consequences of failing to verify earnout calculations. Learn valuable lessons for business sellers in M&A deals September 3, 2019 M&A Stories Introduction: When buying or selling a business, disagreements…
Posted in earn out, earn out dispute procedure, economic loss doctrine, fraud in business sale, fraud in the inducement exception Tagged with: business seller lessons, Delaware Federal District Court, dispute resolution, Earnout Calculation, earnout statements, economic loss doctrine, environmental management services, fraud claims, M&A earnout dispute, Richie v. Hillstone Environmental Partners, Texas seller
Buyer’s Fraud Claim Survives in M&A Case
Explore a recent Delaware M&A case where a buyer successfully navigated legal obstacles, including fraud claims, in an asset purchase agreement. Learn about the court’s ruling and the significance of fraud carve-out provisions in M&A transactions. August 7, 2019 M&A…
Posted in bootstrapping doctrine, exclusive remedy, fraud carveout, fraud in business sale, non-reliance clause Tagged with: 3M Company v. Neology, asset purchase agreement, bootstrapping doctrine, Breach of contract, Buyer's fraud claim, contractual representations, Court ruling in M&A case, Delaware M&A case, Exclusive remedies, Fraud carve-out provision, Fraudulent concealment, Fraudulent inducement, Inc. case, Indemnification caps, Legal hurdles in M&A, M&A legal blog, Overheating issue, Product development issues, Rescissory damages, Seller's misrepresentations, survival periods
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