The buyer signs a nonbinding letter of intent to acquire a business. The deal never closes. A Texas intermediate appellate court finds that a prospective buyer owed the seller no duty of good faith and fair dealing. M&A Stories October…
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COURT RULES BUYER NOT BOUND BY SELLER’S REVISIONS TO LOI IN M&A DEAL
Read about a recent court case involving LOI revisions in an M&A deal where the buyer was found not to be bound by the seller’s additional terms. Learn the importance of clarity in LOIs and avoiding disputes in business transactions.…
Posted in letter of intent, signing LOI with revisions by signer Tagged with: Business law updates, Business Transactions, Buyer and seller negotiation, Contractual obligations in acquisitions, Counteroffer, Dispute resolution in M&A, Letter of Intent (LOI) material revisions, LOI clarity and agreement, M&A deal court case, M&A legal blog, Private business deals
Buyer’s Ability to Solicit Seller’s Employees Despite Letter of Intent
Explore the legal complexities surrounding a buyer’s ability to approach seller’s employees despite a Letter of Intent (LOI) in business acquisitions. Understand the case of American Mortgage & Equity Consultants, Inc. v. Everett Financial, Inc. and key factors affecting the…
Posted in letter of intent, modification as counteroffer, no solicitation of seller employees, nonbinding Tagged with: American Mortgage & Equity Consultants, binding provisions, Business acquisitions, Inc., Inc. v. Everett Financial, Legal Disputes, letter of intent, LOI legal implications, M&A legal blog, modified signed draft as counteroffer, nonbinding clauses, soliciting employees
Seller loses $12.7 million jury verdict on appeal for damages for potential buyer’s claimed breach of confidentiality provision in letter of intent
In 2010, Seller was an integrated design and manufacturing company specializing in the development, production, installation, repair, and servicing of heavy equipment for use by offshore energy companies in the Gulf Coast region. Seller was founded in 2002 and employed…
Seller of scrap metal business waived Buyer’s breach of a nondisclosure provision
Buyer, headquartered in Cleveland, Ohio, and Seller, headquartered in Covington, La., are scrap metal recycling companies with substantial operations in Nashville, Tennessee. On December 9, 2015, they entered into a Confidentiality and Non-Disclosure Agreement (“NDA”) as part of discussions regarding…
Court finds that seller of business may have violated an LOI exclusivity provision
This is story about how a company negotiating the sale of its business (the “seller”) ended up in court with the company interested in buying the business (the “buyer), over a provision in a letter of intent. In the words…
Posted in exclusivity provision, letter of intent
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