Explore a real M&A case (Sapp v. Indus. Action Services, LLC) involving earnout disputes and the legal battle between expert determination and arbitration. Learn the key findings, implications, and the court’s role in resolving EBITDA threshold disagreements. M&A Stories November…
Blog Archives
Navigating Earnout Disputes: Expert Determination vs. Arbitration
Posted in arbitration vs expert determination, problems with earnouts Tagged with: accounting firm, arbitration, asset sale, Buyer-seller disagreement, case reference, court intervention, Earnout disputes, EBITDA thresholds, expert determination, Industrial Services, Legal Actions, M&A Disputes, Sapp v. Indus. Action Services LLC, Third Circuit Court
COURT ALLOWS BUSINESS SELLER TO DEDUCT $2.6 MILLION DAMAGES FROM BUYER’S NOTE, IGNORING BANK’S SUBORDINATION AGREEMENT
Surprisingly, a California Court of Appeals ignores a bank’s rights under a subordination agreement M&A Stories December 23, 2022 Introduction In a recent case, a California Court of Appeals made a surprising decision by disregarding a bank’s rights under a…
Delaware Chancery Court’s Jurisdiction Hinged on Nature of ADR in M&A Dispute
Explore a pivotal M&A case where Delaware Chancery Court’s jurisdiction hinged on ADR nature. Learn how dispute resolution processes impact court access in acquisitions. M&A Stories December 04, 2020 Introduction: In acquisitions, settling the purchase price often involves adjusting the…
Arbitration in Business Acquisitions when Real Estate Involved
Explore the complexities of arbitration in business acquisitions involving real estate. Discover how arbitration clauses may not always prevent disputes from reaching court, as highlighted by the BLW Motors, LLC v. Vicksburg Ford Lincoln Mercury, Inc case. Gain insights into…
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: arbitration, Delaware Court of Chancery, dispute resolution, expert determination, federal court, FNB Corporation v. Mariner Royal Holdings, jurisdiction, LLC, M&A legal blog, post-closing calculations, purchase price dispute, stock acquisition
Seller’s Owner Found Liable to Pay Buyer’s $1.7 Million Legal Fees: A Lesson in Contractual Guarantees
Explore a significant M&A legal case where a seller’s owner was held liable to pay $1.7 million in buyer’s legal fees. Learn how contractual guarantees and dispute resolution methods impact post-acquisition disputes. Case analysis of Summers Laboratories, Inc. v. Shionogi…
Posted in Attorney's Fee Provision, Guaranty Tagged with: APA obligations, arbitration, attorney's fees, buyer's legal fees, contractual guarantees, dispute resolution, guaranty agreement, Inc. v. Shionogi Inc., M&A legal case, post-acquisition disputes, seller's owner liability, Summers Laboratories
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
Delaware Court’s Decision on Escrow Dispute in M&A Agreement
Explore the Delaware Court’s landmark decision on an escrow dispute in an M&A agreement, highlighting the importance of the difference between alternative dispute resolution procedures of expert determination and arbitration, and its impact on M&A disputes. M&A Stories February 5,…
Posted in alternative dispute resolution, M&A agreement Tagged with: arbitration, contract qualification, Delaware Court, Delaware Court of Chancery, dispute resolution, escrow dispute, expert determination, independent accountant, legal battle, Legal Blog, LLC, M&A, M&A agreement, Ray Beyond Corp v Trimaran Fund Management
Resolving Working Capital Disputes in M&A Agreements
Explore the intricacies of resolving working capital disputes in M&A agreements, with a focus on the case of Agiliance, Inc. v. Resolver Soar, LLC. Learn about the importance of clear dispute resolution language and its impact on M&A transactions. M&A…
Posted in arbitration vs expert determination, dispute resolution provision, purchase price, working capital adjustment Tagged with: Agiliance Inc v Resolver Soar LLC, arbitration, asset purchase agreement, Court's Decision, Delaware Corporation, dispute resolution, Dispute resolution mechanisms, expert determination, Legal Blog, M&A agreements, M&A case study, Net working capital adjustments, Net working capital statement, purchase price adjustment, Working capital disputes
Recent Comments