Explore the intricacies of customer disclosures in M&A transactions through a case study of a 2013 acquisition in Maryland’s cellular phone market. Learn from the pitfalls of insufficient transparency and the legal consequences that followed. Gain insights into FCC approval…
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Unveiling Post-Merger Changes: Navigating Customer Disclosures in M&A Deals
Posted in problems with customers Tagged with: appellate court, AT&T Inc., Case Study, CDMA network, cellular phone market, communication strategies, Cricket Wireless, customer disclosures, deceptive trade practices, FCC approval process, GSM network, Legal consequences, LTE, M&A, M&A Lessons, Maryland, Mergers and Acquisitions, post-merger changes, transparency
Mitigating M&A Risks: Insights on Navigating Buyer Stock, Foreign Exchanges, and Legal Pitfalls
Explore the complexities of M&A transactions with a focus on mitigating risks related to buyer stock, foreign exchanges, and legal pitfalls. Gain insights from a real-life case involving a Canadian corporation acquiring a business in Mesa and Scottsdale, and learn…
Posted in Uncategorized Tagged with: appellate court, Arizona state trial court, Buyer Stock, Canadian Securities Exchange, federal securities law exemption, foreign exchanges, Fraud allegations, legal pitfalls, M&A Risks, post-closure challenges, post-closure surprises, Purchase Price, securities law exemptions, securities lawyer, U.S. securities laws, Whitestar Solutions LLC v. Medmen Enterprises Inc.
Court Decides EY Earnout Calculation as Arbitration, Not Expert Determination
Learn about a recent M&A case where a court ruled on the nature of an Ernst & Young earnout calculation, determining it as arbitration rather than expert determination. Get insights into the legal conflict and the court’s ruling. November 19,…
Posted in arbitration vs expert determination, dispute resolution provision, earn out, earn out dispute procedure, earn outs Tagged with: appellate court, arbitration, Court of Appeals of Indiana, dispute resolution, Earnout Calculation, Ernst & Young, expert determination, Inc. v. Mullholand, Indiana engineering business, legal conflict, M&A legal blog, purchase price adjustments, SGS North America, trial court case
A Costly Lesson: Simplifying M&A Price Adjustments
Explore a real-life M&A case involving a dispute over purchase price adjustments and the importance of streamlining this process. Learn how specifying the accounting firm in the APA could have saved time, stress, and money. September 20, 2019 M&A Stories…
Posted in dispute resolution procedure, purchase price, working capital adjustment Tagged with: accounting firm, APA, appellate court, Asset acquisition, Business acquisitions, contract manufacturing, industrial fabrication, installation services, legal battle, M&A price adjustments, Mergers and Acquisitions, Pennsylvania trial courts, purchase price adjustment mechanism, working capital adjustments
Maryland Court Upholds Forum Selection Clause in M&A Dispute
Explore the Peterson v. Evapco, Inc. case where a Maryland court enforced a forum selection clause in an M&A legal battle. Understand the implications of forum selection clauses in confidentiality agreements and their impact on non-signatories involved in business transactions.…
Posted in covenant not to compete, enforce against nonparty, forum selection clause, nondisclosure agreement Tagged with: appellate court, Business Transactions, buyer-seller relationship, case reference, commercial HVAC industrial process power industrial refrigeration markets, competition prohibition, confidentiality agreement, contractual arrangements, Court decisions, dispute resolution, Forum selection clause, John McCauley, Legal action, legal development, legal implications, M&A agreements, M&A legal battle, Maryland court, Maryland law, Maryland state court, noncompetition agreement, Personal Jurisdiction, Peterson v. Evapco Inc.
Texas Court Narrows Reach of Noncompete Agreement in Grocery Store M&A
Explore a significant M&A case in Texas where a court restricted the geographic reach of a noncompetition covenant in the sale of Hispanic grocery stores. The buyer, owner of La Michoacana and El Ahorro chains, faced noncompete breaches, leading to…
Posted in covenant not to compete, reformation Tagged with: appellate court, breach of agreement, business goodwill, Court of Appeals of Texas First District Houston, damages, El Ahorro, geographical area, Hispanic grocery stores, Houston, Irving, La Michoacana, limitations, M&A Case, Mi Rancho, noncompete agreement, Oklahoma, Oklahoma City, Ortega v. Abel, Pasadena, Punitive damages, reasonable noncompete, scope of activity, Texas, Texas court, time
Understanding Successor Liability in M&A: Buyer Beware of Hidden Risks
Dive into the intricate world of mergers and acquisitions through compelling M&A Stories. Explore the hidden risks of successor liability in the legal battle of Indiana Electrical Workers Pension Benefit Fund v. ManWeb Services, Inc. Unravel the crucial aspects often…
Posted in federal multiemployer pension plan withdrawal liability, successor liability Tagged with: advisors, appellate court, Business acquisitions, business operations, buyer, Case Study, CEOs, CFOs, due diligence, Entrepreneurship, federal labor laws, financial obligations, Indiana Electrical Workers Pension Benefit Fund v. ManWeb Services Inc., legal doctrine, Legal Risks, Legal Saga, M&A, Mergers and Acquisitions, Multiemployer Pension Plan, Risk mitigation, seller, successor liability, unionized workforce, withdrawal liability
When a Buyer’s Non-Solicitation Covenant Backfires: Lessons from a California Case
Explore the complexities of M&A non-solicitation covenants through a compelling California case. Learn how a buyer’s attempt to restrict a seller’s outreach met legal hurdles, highlighting the importance of precision in drafting agreements. Delve into the balance between commercial interests…
Posted in Uncategorized Tagged with: Acquisition Agreement, appellate court, asset purchase agreement, business interests, buyer, California case, commercial interests, drafting agreements, enforcement, Legal consequences, legal recourse, M&A legal, non-competition agreements, non-solicitation agreements, non-solicitation covenants, nonsolicitation of buyer’s employees and customers, precision, public policy, seller, Strategix v. Infocrossing West
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