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…
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No Seller Responsibility for Pre-Closing Product Recall in M&A Deal
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: Court verdict analysis, Delaware Court of Chancery, indemnification, M&A legal case, Manufacturing defect, Material breach, Pre-closing issues, Product recall dispute, Project Boat Holdings LLC v. Bass Pro Group LLC, Purchase agreement provisions, Seller responsibility
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: accuracy, books and records, Case Study, completeness, Court decision, Delaware Court of Chancery, due diligence, GAAP, Hill v. LW Buyer LLC, information services company, Legal dispute, M&A agreements, monthly financial statements, Representation and Warranty, stock acquisition
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: Acquisition Agreements, books and records representation, Borremans v. Gardner, buyer protection, escrow, financial inaccuracies, Legal Case, M&A, Mergers and Acquisitions, New York State Court, offset or setoff provision, Purchase agreement, seller dispute
Court permits stock buyer of company to sue sellers for pre-closing pension-insurance problems
Target is a manufacturer based in Kentucky with customers worldwide. In July 2016, Buyer purchased Target from Sellers for approximately $87 million. Sellers sold Target to Buyer through a stock purchase agreement dated July 11, 2016. Some Target employees worked…
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