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Case Demonstrates Risk of Trying to Operate Business Before Acquisition Closing

M&A Stories September 25, 2020 Introduction It is not unusual to sign a definitive acquisition agreement and defer the closing until some important third-party approvals are obtained. There is a temptation sometimes to structure the deal so that the buyer

Posted in certificate of need, deferred closing, governmental approval, liquidated damages provision Tagged with: ,

Buyer of internal audit and consulting firm gets burned by tax benefit sharing and liquidated damages provisions

In August 2013, the buyer acquired the global internal audit and consulting subsidiary of the seller, pursuant to a stock purchase agreement. The agreement required the buyer to pay seller 50% of certain tax benefits that the buyer will receive

Posted in liquidated damages provision, tax benefit sharing

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