Blog Archives

No Seller Responsibility for Pre-Closing Product Recall in M&A Deal

Explore a legal analysis of a significant M&A case where a buyer’s claim for indemnification in a product recall dispute was examined by the Delaware Court of Chancery. Gain insights into the court’s verdict and learn how such disputes can

Posted in breach of representations and warranties, financial representation and warranty, indemnification, indemnification for pre-closing product loss, MAE rep, No Undisclosed Liabilities, representations and warranties Tagged with: , , , , , , , , , ,

Understanding Financial Statements Representation in M&A Agreements

Explore the importance of accurate financial statement representation in M&A agreements. Learn from a real case involving disputed financial statements and the court’s decision. Case reference: Hill v. LW Buyer, LLC. December 4, 2019 Introduction: In M&A agreements, sellers usually

Posted in books and records rep and warranty, financial representation and warranty 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: , , , , , , , , , , , ,

Buyer Stock in M&A: Securities Fraud Risks

Explore the risks of using buyer stock in M&A deals and the potential securities fraud concerns. Learn from a real case study and key takeaways for transparent M&A transactions. M&A Stories January 26, 2019 In this M&A case study, we’ll

Posted in buyer's stock as currency, federal securities fraud, financial representation and warranty, purchase price, representations and warranties, stock purchase agreement, tying fraud to economic loss Tagged with: , , , , , , , , , , , , , , , , , , ,

Legal Case: Buyer’s Lawsuit Over Stock Acquisition Reveals Chinese Compliance Issues

Explore a recent M&A legal case where a buyer sued the seller for misrepresenting compliance with Chinese law, resulting in significant financial implications. Learn about the importance of representations and warranties in purchase agreements. M&A Stories December 13, 2018 In

Posted in compliance with all applicable laws, financial representation and warranty, representations and warranties Tagged with: , , , , , , , , , , , , ,

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