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M&A Seller Objects to Buyer’s Inclusion of Discretionary Bonuses in Post-Closing Working Capital True-Up

Discover the intricate dynamics of M&A transactions through a recent Delaware Court of Chancery decision that underscores the complexities of working capital adjustments. In a $345 million acquisition, a dispute over the inclusion of discretionary bonuses in post-closing working capital

Posted in purchase price adjustment, working capital adjustment Tagged with: , , , , , , , , , , , , , , , , , , , ,

SELLER CANNOT AVOID ARBITRATION IN WORKING CAPITAL PRICE ADJUSTMENT DISPUTE

The purchase agreement required the buyer to provide seller access to the buyer’s books and records in a dispute over the closing working capital calculation. The buyer refused access and a Florida federal court ruled that this did not amount

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ACCOUNTING ERROR IN M&A DEAL COULD COST BUYER $38 MILLION

Explore a real-life M&A case where an accounting error led to a potential $38 million overpayment by the buyer. Learn about the conflict, court ruling, and the lessons to be learned from this situation. M&A Stories March 04, 2021 Introduction:

Posted in purchase price adjustment, tangible net worth Tagged with: , , , , , , , , , , ,

Dispute Over $4.4 Million Adjustment in M&A Deal Linked to EBITDA

Explore a recent M&A case involving a $4.4 million adjustment dispute tied to EBITDA calculations. Learn about the legal intricacies and implications for purchase price agreements. M&A Stories October 9, 2020 Introduction: In the context of acquisitions, the cost frequently

Posted in determination of purchase price adjustment, EBITDA, purchase price adjustment Tagged with: , , , , , , , , , ,

Federal Court Decides Arbitration for Purchase Price Dispute in M&A Deal

Explore a recent case involving a stock acquisition where a federal court determines jurisdiction and resolves post-closing calculation disputes through arbitration. Learn how the court’s decision impacts M&A agreements. Case reference: FNB Corporation v. Mariner Royal Holdings, LLC. May 24,

Posted in arbitration vs expert determination, dispute resolution provision, forum selection clause, purchase price adjustment 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: , , , , , , , , , , , , , , , , , , ,

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