Explore a complex M&A case where a buyer’s fraud claim challenges a promissory note, leading to a legal battle and an important court decision. Gain insights into the interconnection of purchase agreements, note obligations, and fraud allegations. July 8, 2019…
Blog Archives
Franchise Buyer’s Fraud Claim Impacts Seller’s Collection Efforts
Posted in asset purchase agreement, fraud in business sale, promissory note, rescission Tagged with: asset purchase agreement, Buyer's Rights, Court decisions, due diligence, Franchise buyer, Fraud allegations, legal battle, LLC, LLC v. JB2 Fitness, M&A Case, New York law, promissory note, Rescind transaction, Seller's collection efforts, Summary judgment, Viveros Fitness, Warranty claims
Fraud Carve Out Rescues Buyer in Complex M&A Divestiture
Explore a recent M&A case highlighting the importance of meticulous contract negotiation and the legal intricacies surrounding fraud and concealment in asset purchase agreements. M&A Stories February 04, 2019 In the world of Mergers and Acquisitions, a recent case shed…
Posted in "as is where is", fraud in business sale Tagged with: asset purchase agreement, Breach of contract, buyer, Case Study, Class action lawsuit, concealment, contract negotiation, Delaware law, economic loss doctrine, fraud, fraud carve out, Legal Blog, Liability, M&A, Mergers and Acquisitions, Perrigo Company International Vitamin Company, pharmaceutical industry, seller
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
Israeli Pharma Buyer’s Fraud Claim Against Mexican Pharma Seller Dismissed
Explore the case of an Israeli pharma company’s fraud claim against a Mexican pharmaceutical seller and its dismissal. Learn about the importance of due diligence in M&A deals. M&A Stories December 19, 2018 In 2015, an Israeli pharma company (Buyer)…
Posted in compliance with all applicable laws, extra-contractual fraud, fraud in business sale, indemnification cap, representations and warranties Tagged with: Buyer's lawsuit, Due diligence in M&A, fraud claim dismissal, Israeli pharma buyer, Legal violations, M&A legal case, Mexican FDA compliance, Mexican pharmaceutical seller, Representation and Warranty, Thorough due diligence
Buyer’s Financial Misrepresentations in M&A Deal: A Cautionary Tale
Explore a cautionary tale in M&A where a seller alleged fraud due to buyer’s financial misrepresentations. Understand the legal nuances and lessons learned. M&A Stories December 17, 2018 In this M&A legal blog post, we discuss a case where a…
Posted in due diligence, fraud in business sale, material, receipt of buyer equity or security, receipt of buyer equity or security, reliance Tagged with: asset purchase agreement, Buyer's financial misrepresentations, Fraud in M&A, Indemnification obligations, Inflated forecasts, Justifiable reliance, Legal staffing services, Lessons in M&A, M&A legal blog, Material misrepresentation, Seller's equity
Buyer’s Misrepresentation Claim Fails Due to Economic Loss Doctrine
Explore a recent case involving a buyer’s misrepresentation claim in an M&A deal. Learn how the economic loss doctrine played a crucial role in the outcome and its implications for similar cases. M&A Stories December 7, 2018 In a recent…
Posted in economic loss doctrine, fraud in business sale, negligent misrepresentation, tort misrepresentation in M&A Tagged with: Breach of fiduciary duty, business litigation, Buyer's rights in M&A, economic loss doctrine, Fraud Carveout, Fraudulent inducement, Legal dispute, M&A misrepresentation claim, stock purchase agreement, Tort claims in M&A, Wisconsin contract manufacturing
M&A Deal Lessons: Honesty and Due Diligence Are Key
Learn from a real M&A case involving digital marketing and concessions. Discover the importance of honesty and due diligence in M&A deals. Get insights from the Cinema Scene Marketing & Promotions, Inc. v. Calident Capital, LLC case. M&A Stories November…
Posted in anti-reliance clause, due diligence, extra-contractual fraud, negligent misrepresentation, reliance Tagged with: Antitrust concerns, Cinema Scene Marketing & Promotions case, Competition in M&A, Digital marketing company acquisition, Due diligence importance, Honesty in M&A, Legal dispute resolution, M&A case study, M&A deal lessons, Private equity firm negotiations
Legal Battle Unveils Buyer’s Right to Sue Seller Over Undisclosed Union Contract
Explore a recent M&A development where a Nebraska-based buyer faces legal challenges after the seller failed to disclose an existing union contract. Dive into the details of the case and understand the implications for M&A transactions. M&A Stories November 5,…
Posted in due diligence, fraud in business sale, post asset purchase issues, representations and warranties, successor liability, union fringe benefits, union liabilities Tagged with: Asset purchase negotiations, Buyer's rights in M&A, ERISA statutes violation, Legal proceedings in M&A, M&A legal dispute, Post-closing disputes, Risk mitigation in mergers and acquisitions, successor liability, Undisclosed union contract, Union contract review
Clarifying Securities Fraud Claims in M&A: Lessons from O’Connor v. Cory
Explore the intricacies of federal securities fraud claims in M&A through the lens of O’Connor v. Cory. This blog delves into a notable case, emphasizing the importance of clarity in purchase agreements and offering key takeaways for sellers in similar…
Posted in anti-reliance clause, fraud in business sale, full disclosure rep, reliance Tagged with: Business experience in negotiations, Business valuation in M&A, Dallas federal district court, Disclaimer of reliance, Due diligence in M&A, Equity in purchase price, federal securities fraud, fraud carve out, Full disclosure representation, Legal proceedings in M&A, M&A legal, Material Facts Disclosure, O’Connor v. Cory, Purchase agreement, Purchase documents evaluation, representations and warranties, Securities Fraud Claims, Seller's Lawsuit
Buyer’s Failure to Follow Escrow Agreement Procedures Leads to Release of Funds: A Cautionary Tale
Explore the cautionary tale of an M&A case where the buyer’s failure to adhere to escrow agreement procedures resulted in the release of funds. Learn the importance of strict adherence to specified notice procedures to safeguard interests in M&A transactions.…
Posted in escrow, fraud in business sale, notice provision, reliance Tagged with: Buyer's misstep, Court decision on escrow, Escrow agreement procedures, Legal dispute resolution, M&A Case, M&A transaction lessons, Notice procedures in M&A, PR Acquisitions LLC v. Midland Funding LLC, Purchase agreement indemnification, Release of escrow funds
Recent Comments