Explore the intricacies of asset acquisitions in the latest M&A dispute involving Rite Aid’s pharmacy benefit management business. This blog delves into the legal debate over assumed liabilities, highlighting a $200 million dispute between the buyer and seller over Walgreens…
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M&A Asset Buyer’s Hail Mary Argument in $200 Million Liability Dispute
Posted in assumed liabilities Tagged with: and vs or, asset acquisitions, Assumed liabilities, Bankruptcy court, BDO, Buyer's liability, Corporate Law, Court ruling, current liabilities, CVS, delinquent liabilities, due diligence, Financial Due Diligence, legal interpretation, legal strategy, Liability assumption, liability definition, M&A case study, M&A legal disputes, M&A litigation, M&A transaction, PBM, pharmacy benefit management, Purchase agreement, Rite Aid, trade payables, Walgreens, working capital account
The Importance of Due Diligence When Acquiring a Business in a Regulated Industry
Navigating the complex landscape of acquiring a business in a regulated industry can be a minefield without thorough due diligence. In our latest post, we delve into the critical importance of meticulous pre-acquisition audits to ensure compliance with stringent regulations…
Posted in problems with regulatory industry acquisitions Tagged with: broker-dealer compliance, Business acquisition risks, business law, compliance audits, corporate acquisitions, due diligence, Eischen v. Adaptation Financial Advisers Inc., federal securities regulations, financial industry regulations, investment firm acquisition, investment firm litigation, Legal compliance, legal due diligence, legal risk management, M&A, M&A litigation, Mergers and Acquisitions, pre-purchase audits, regulated industries, securities laws
Mitigating Buyer Risks in M&A: Managing Asset Seller Liabilities
Explore the intricate world of M&A in our latest blog, where we delve into buyer risk mitigation and seller liability management in asset acquisitions. Join us as we dissect real cases, like the recent dispute over undisclosed software fees in…
Posted in problems with seller nondisclosure Tagged with: Asset acquisition, asset purchase agreement, Breach of Representations, Budget Overruns, Business acquisition, business contracts, Buyer Risks, Case Study, contractual disputes, Disclosure Requirements, due diligence, Legal precedent, Litigation strategy, M&A legal, New York law, purchase price adjustment, seller liabilities, seller nondisclosure, Software License Fees, User Fees, Warranties
M&A Seller’s $17M Earnout Dispute: Lessons from a Healthcare Tech Acquisition
Explore the intricacies of a healthcare tech acquisition with a $17 million earnout dispute. Gain insights into the importance of due diligence, clear terms, and transparency in M&A transactions. Learn from the legal actions, key findings, and implications for both…
Posted in problems with earnouts Tagged with: Anti-reliance Clauses, Breach of contract, Buyer's Duty to Disclose, Buyer's Motion to Dismiss, due diligence, earnout dispute, Fraud allegations, Healthcare Tech Acquisition, Legal actions in M&A, M&A, M&A Case Reference, Post-sale Performance, Sales Benchmarks, Seller Lawsuit, transparency in M&A
Navigating M&A Legal Complexities: A Close Look at Trade Secrets
Explore the legal intricacies of M&A trade secrets in this in-depth analysis of a recent case. Discover key findings, implications, and the importance of due diligence. M&A Stories November 5, 2023 Introduction: In a recent legal case, an M&A buyer…
Posted in trade secret misappropriation by former seller employee Tagged with: asset purchase agreement, Buyer's Rights, due diligence, Electronic Files, federal court, Lease Agreements, Legal Case, legal implications, M&A, M&A Transactions, misappropriation, Nebraska, Property Management, Secrecy, Seller's obligations, Trade Secret Act, trade secrets
Avoiding M&A Pitfalls: Buyer Beware in Bankruptcy
Explore the legal intricacies of M&A transactions and learn from a real case – In Re Sanders. Discover how due diligence and reliance on seller representations can impact the dischargeability of seller debts in bankruptcy. M&A Stories October 5, 2023…
Posted in nondischargeable debt in bankruptcy Tagged with: Auto Recovery Business, bankruptcy, Bond Agreements, Business acquisition, Buyer Beware, Buyer's Rights, case reference, Court ruling, Customer Contracts, Dischargeability of Debts, due diligence, Fraudulent Representations, In Re Sanders, legal proceedings, Lot Leases, M&A pitfalls, Repossession Business, Seller Debts, seller fraud, Wharton School of Business
Buyer’s Defamation Claim in Failed Bankruptcy M&A Deal
M&A Stories Explore a recent M&A case where a buyer’s decision to back out of an asset purchase agreement led to a defamation claim by the seller. Learn about the legal proceedings and the court’s ruling in this bankruptcy-related merger…
BUYER OF DENTAL PRACTICE ASSETS FACES LAWSUIT OVER ALLEGED MEDICAID FRAUD BY SELLER
A whistleblower claims that the buyer of the assets of a dental practice is responsible for allegedly false Medicaid claims filed by the seller. M&A Stories July 6, 2023 Introduction: In this M&A story, we discuss a case where the…
BUYER’S WARRANTY PROMISE EXPOSES LEGAL CONSEQUENCES IN MANUFACTURER’S ASSET ACQUISITION
A New Hampshire federal district court permitted the distributor to pursue a claim against the buyer based upon its assurances made to the distributor before closing. The buyer did not tell the distributor that its responsibility to fix printers sold…
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