Blog Archives

Navigating Earnout Disputes in M&A: Insights from Dolce v. WTS International, LLC

Delve into the intricate world of M&A earnouts with insights from the landmark Dolce v. WTS International, LLC case. Explore the complexities and risks involved in earnout disputes, including the crucial role of EBITDA calculations. Gain valuable lessons on navigating

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Navigating the Pitfalls: Whiskey Supplier’s Consent in M&A Sale of Distributorship

Dive into the intricate world of mergers and acquisitions with our latest blog post, ‘Navigating the Pitfalls: Whiskey Supplier’s Consent in M&A Sale of Distributorship.’ Explore the challenges faced in a recent Nashville-based distributorship asset sale, where securing the supplier’s

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M&A Funds in Escrow: A Lesson from NSI-MI HOLDINGS, LLC v. Ametek, Inc.

Explore the intricacies of M&A escrow with insights from the NSI-MI HOLDINGS case, a $230 million acquisition involving a 15-month escrow period. Learn key takeaways and court rulings on indemnification obligations, providing valuable lessons for crafting effective escrow agreements in

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Unveiling Post-Merger Changes: Navigating Customer Disclosures in M&A Deals

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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Enforcing Oral M&A Promises: A Cautionary Tale

Explore the legal implications of verbal commitments in M&A negotiations through a real-life case study. Learn from the Management Registry, Inc. v. AW Companies, Inc. case and understand the importance of documenting promises in formal agreements to avoid potential legal

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M&A and Union Employees: A Risky Proposition for Asset Buyers

Explore the complexities of M&A deals involving union employees in our latest blog post. Learn from the case of International Painters And Allied Trades Industry Pension Fund v. Hess Glass Company and the potential risks for asset buyers. M&A Stories

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Protecting M&A Asset Buyers from Product Liability: A Case Study

Explore a real-life case study in M&A law where asset buyers face product liability challenges. Learn about strategies to mitigate risk and protect your investments. M&A Stories October 24, 2023 Introduction: In the world of M&A, asset buyers often face

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How Unemployment Insurance Can Impact M&A Deals

Explore the legal implications of unemployment insurance on M&A transactions. Learn from a recent case involving a buyer and seller’s dispute over elevated insurance costs. M&A Stories October 23, 2023 Introduction: In the world of Mergers and Acquisitions, understanding the

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ASSET BUYER’S PRODUCTS LIABILITY AS SUCCESSOR: A CASE STUDY

The asset buyer had not assumed this liability in the asset purchase agreement and no common ownership or officer director management between buyer and seller. M&A Stories August 26, 2021 Introduction: When an asset buyer acquires a business, they have

Posted in all cash deal, asset purchase, continuity of ownership, de facto merger exception, mere continuation, mere continuation exception, product line exception, successor liability Tagged with: , , , , , , , , ,

ASSET BUYER’S LIABILITY DISPUTE IN M&A DEAL INVOLVING ASBESTOS-CONTAINING PRODUCT LINE

Learn about the legal complexities in an M&A deal where the buyer purchased the seller’s trade name which was used for two product lines acquired by the buyer, but had also been used by the seller for a steam turbine

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