Explore the legal battle between a buyer and a seller’s union in this M&A case. Learn about the dispute, key legal arguments, and the importance of due diligence in asset purchases. September 4, 2019 M&A Stories Introduction: In this ongoing…
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Buyer Prevails in Successor Liability Dispute with Union After Asset Purchase
Posted in actual knowledge, constructive knowledge, successor liability, union liabilities Tagged with: asset purchase agreement, BAC Local Union 15 Welfare Fund v. Williams Restoration Company, Business asset sale, Buyer and seller union, Buyer's intent, Due Diligence in Acquisitions, Employee health insurance, Federal common law, Legal action in Kansas federal district court, M&A legal case, Successor liability dispute, Union contract, unpaid union contributions
Understanding Product Liability in M&A: A Recent Legal Case
Explore the complexities of product liability in M&A through a real-life legal case involving the acquisition of National Car Rental. Gain insights into liability assumptions and legal outcomes. August 27, 2019 M&A Stories Introduction: When acquiring a business out of…
Posted in bankruptcy sale, distressed business acquisitions, product line exception, sale of product line, Section 363 sale, successor liability Tagged with: 2003 acquisition, Alad case, asset purchase agreement, bankruptcy, Bankruptcy Code, Buyer's responsibility, California, car rental business, Hernandez v. Enterprise Rent-A-Car Company, Legal Case, legal outcomes, liability claims, M&A, National Car Rental, paraplegic lawsuit, product liability, successor liability
Bankruptcy Court Approves Sale of Business, Clears Pension Claim
Explore the recent M&A development where a pension plan’s attempt to block a company’s business sale in bankruptcy failed. Discover how section 363(f)(3) of the Bankruptcy Code played a pivotal role in allowing the sale to proceed without the burden…
Posted in asset purchase agreement, bankruptcy sale, distressed business acquisitions, federal multiemployer pension plan withdrawal liability, Section 363 sale, successor liability Tagged with: 363(f) sale, alter ego, bankruptcy, Bankruptcy Code, Chapter 11, Collective Agreement, contingent liability, Court ruling, E.D. Michigan, Environmental Services, Industrial Services, K & D Industrial Services Holding Co., legal battle, M&A, multiemployer pension plan withdrawal liability, Pension Claim, Pension Fund Liability, successor liability, transferee liability
Lawsuit Over EBITDA Earnout Dispute
Explore a post-closing dispute in mergers and acquisitions (M&A) involving an earnout disagreement related to EBITDA. Learn about a case that highlights the complexities of earnout arrangements and potential legal challenges. June 18, 2019 M&A Stories Introduction: In this mergers…
Posted in bad faith, corporate overhead, de facto merger exception, earn outs, EBITDA Tagged with: asset purchase agreement, corporate overhead, earnout disagreements, EBITDA earnout dispute, fair dealing, Good faith, income expectations, legal challenges in M&A, M&A Disputes, M&A lawsuit, Miranda v. US Security Associates, Post-Closing Dispute
Indiana APA Choice of Law and Product Liability: What You Need to Know
Explore the legal implications of choice of law provisions in M&A deals and their impact on product liability, with insights from a significant case. Learn how choice of law can affect buyer responsibilities in asset purchase agreements. June 7, 2019…
Posted in choice of law provision, product line exception, successor liability Tagged with: asset purchase agreement, buyer responsibilities, California product line exception, Case reference: In Re New York City Asbestos Litigation, Choice of law provisions, contractual disputes, Indiana choice of law, Legal intricacies in M&A, M&A legal implications, New York state court lawsuit, Product liability in M&A, Successor liability laws
Avoiding Seller Debt in M&A Deals: Buyer’s Protection
Explore the risks of acquiring the assets of a business and potential liability for seller debts in M&A deals. Learn from a real case involving a luxury motor coach company and gain insights into protecting buyers from unexpected liabilities. M&A…
Posted in all cash deal, de facto merger exception, seller ownership in buyer, successor liability Tagged with: All-cash transactions, Asset acquisition, asset purchase agreement, Avoiding legal battles, Business acquisition risks, buyer's protection, Commercial landlords, de facto merger, Liability protection, M&A deals, Nevada Supreme Court ruling, Seller debt, Seller's branding, Seller's liabilities, successor liability, Unexpected liabilities, Upper management
Cash Buyer of Paper Mill Assets Not Liable for Seller’s CERCLA Liability
Explore the legal intricacies of M&A deals involving environmental liabilities. Learn about the concept of de facto mergers and when a cash buyer may or may not be held responsible for a seller’s cleanup obligations. Dive into a real-life case…
Posted in asset purchase agreement, asset seller's liabilities, CERCLA or superfund liability, de facto merger exception, successor liability Tagged with: all cash deal, asset purchase agreement, Buyer's responsibility for cleanup obligations, CERCLA liability, De facto merger in asset deals, Garrett Day LLC v. International Paper Co., M&A environmental liabilities, Ohio federal district court case, Paper mill assets acquisition, Seller's contamination cleanup, Successor liability laws, superfund
Successor Liability in Asset Acquisitions: Protecting Your Business
Explore the complexities of successor liability in M&A asset acquisitions and how to protect your interests. Learn from a real case scenario and key takeaways. M&A Stories April 17, 2019 Introduction: In the world of M&A, asset purchases can be…
Posted in actual knowledge, asset purchase agreement, constructive knowledge, due diligence, inequitable, retaliation, sexual harassment, successor liability Tagged with: asset acquisitions, business protection, case reference, due diligence, indemnification, legal knowledge, legal obligations, M&A, Purchase Price, sexual harassment and retaliation, successor liability
Buyer’s Asset Acquisition: No Responsibility for Seller’s Alleged Forced Labor Liability
Explore a complex M&A case involving the liability of a buyer for a seller’s alleged forced labor issues. Discover how the court ruled in favor of the buyer, highlighting the importance of thorough due diligence in mergers and acquisitions. M&A…
Posted in asset purchase agreement, Buyer beware, federal employer liability, notice, seller rep of no federal employer liability, successor liability Tagged with: asset purchase agreement, Buyer's asset acquisition, Buyer's responsibility, Carter v Paschall Truck Lines Inc, Class action lawsuit, Court ruling in M&A, Due Diligence in Acquisitions, Federal forced labor statute, Forced labor liability, Lease agreements in M&A, Legal implications in M&A, M&A Case, M&A legal blog, Merger and acquisition law, Seller's asset sale, Seller's unlawful conduct, successor liability, Trucker's claims
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