Blog Archives

M&A Post-Closing Business Failures: Navigating Legal Challenges

Explore a real-life case of post-M&A business difficulties and legal actions. Learn how the court determined the dischargeability of debt in the face of a struggling business. M&A Stories November 7, 2023 Introduction: In small M&A transactions, deferred purchase prices

Posted in personal guaranty Tagged with: , , , , , , , , , , , , , ,

Franchise Buyer’s Fraud Claim Impacts Seller’s Collection Efforts

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

Posted in asset purchase agreement, fraud in business sale, promissory note, rescission Tagged with: , , , , , , , , , , , , , , , ,

Ambiguous Payment Provision Sparks Legal Dispute

Explore the pitfalls of unclear purchase money note adjustment provisions in M&A agreements through the Bloom Master Inc. v. Bloom Master LLC. case. Learn how to avoid disputes with these M&A agreement recommendations. June 9, 2019 M&A Stories Introduction: In

Posted in agreement to agree is unenforceable, note payment amount adjustment, promissory note, purchase price, purchase price adjustment Tagged with: , , , , , , , , , , , , , , , , , , ,

Buyer Halts Payments, Alleges Inaccurate Financials in M&A Deal

Explore a case where a buyer halted payments in an M&A deal due to alleged financial inaccuracies, and learn about offset provisions in purchase agreements. M&A Stories March 29, 2019 Introduction: In the world of mergers and acquisitions, uncertainties loom

Posted in asset purchase agreement, financial representation and warranty, membership interest purchase agreement, offset or setoff provision, offset right, promissory note, representations and warranties Tagged with: , , , , , , , , , , , ,

Limiting Environmental Remediation Costs in M&A Deals

Explore how to mitigate environmental remediation costs in M&A transactions through a real-life case study. Learn from a legal perspective about managing environmental uncertainties in stock purchase agreements. M&A Stories January 17, 2019 In 2014, a business owner in Palo

Posted in Buyer beware, environment representations and warranties, environmental remediation, escrow, indemnification, promissory note, purchase price reduction, stock purchase agreement Tagged with: , , , , , ,

Key Lessons from a Palo Alto M&A Dispute

Explore a significant M&A dispute involving a Palo Alto company and the key lessons learned from this case. Understand the importance of addressing debt subordination in M&A deals to avoid costly disputes. M&A Stories December 13, 2018 In December 2018,

Posted in implied covenant of good faith and fair dealing, promissory note, subordination Tagged with: , , , , , , , , , , , , , ,

Unveiling Hidden Liabilities in M&A Legal Battle

Explore a compelling M&A legal battle case study where a Houston-based franchise faced challenges post-sale. Dive into the complexities of personal guarantees, nondischargeable debt in bankruptcy, and the crucial role of due diligence for both buyers and sellers. M&A Stories

Posted in discharge in bankruptcy, misleading personal financial statement, personal guaranty, promissory note Tagged with: , , , , , , , , , , , , , , , ,

Buyer’s Challenge: Navigating Unforeseen Issues Post-M&A

Explore the intricate world of M&A with our latest blog post, “Buyer’s Challenge: Navigating Unforeseen Issues Post-M&A.” Delve into a real-life case, discovering the pitfalls and lessons learned in the M&A process. Uncover the importance of offset provisions in promissory

Posted in offset right, post asset purchase issues, promissory note Tagged with: , , , , , , , , , , , , , , , , , , , , , , , , , , , ,

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