Blog Archives

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: , , , , , , , , , , , , , , , ,


Learn about buyer’s successor liability for historical contamination in New Jersey when acquiring manufacturing businesses. M&A Stories August 1, 2023 Introduction: When a buyer acquires a manufacturing business, they may unknowingly inherit certain liabilities from the seller. This blog discusses

Posted in environmental problems Tagged with: , , , , , , , , , , ,


Explore a recent M&A case where a buyer’s bankruptcy reorganization led to the elimination of an earnout obligation in the purchase of cloud-based secure messaging IP. Learn about the legal implications and key takeaways from this situation. M&A Stories March

Posted in problems with earnouts Tagged with: , , , , , , , , , , ,

Buyer’s Non-Assumption of Implied Warranty in Treadmill Maker Acquisition

Explore a significant M&A legal case involving the acquisition of a treadmill manufacturing company, where the buyer’s responsibility for warranties was at the heart of the lawsuit. Learn how the Texas Supreme Court’s decision impacted the outcome. M&A Stories November

Posted in assumption of a contract, implied warranty of merchantability, seller's warranty claims, successor liability Tagged with: , , , , , , , , , , ,

Buyer Refunded $3.5M Due to Unemployment Tax Issue in M&A Deal

Learn about a legal case where a buyer was refunded $3.5 million due to an unemployment tax issue that arose after an M&A deal. Understand the importance of considering unemployment compensation tax when acquiring a business with employee turnover. July

Posted in seller's unemployment experience rating, successor liability Tagged with: , , , , , , , , , , ,

Ensuring Payment of Foreign Taxes in M&A Escrow: Lessons from a Legal Case

Explore a legal case that highlights the importance of addressing foreign tax liabilities in M&A deals. Learn from an $80 million acquisition where inadequate management of escrow arrangements led to a dispute over unpaid Mexican income taxes. Wednesday, July 1,

Posted in escrow, foreign income tax Tagged with: , , , , , , , , , , , , , , , , ,

Court Denies Buyer’s Request for Injunction in M&A Dispute Due to Absence of Ongoing Arbitration

Read about a recent M&A dispute where a buyer’s request for an injunction was denied due to the absence of ongoing arbitration. Learn how the court’s decision highlights the importance of precise contractual language. Case reference: NUMSP, LLC v. Etienne.

Posted in arbitration, TRO/preliminary injunction before filing for arbitration Tagged with: , , , , , , , , , , , , ,

Buyer Needs Owner’s Consent for Using Seller’s Trademark with Owner’s Photo

Learn about a recent legal case highlighting the importance of obtaining the owner’s consent when using seller’s assets, such as trademarks with owner’s photo, during business acquisitions. Explore the details of the case and key takeaways for a smooth transition

Posted in Intellectual Property, misappropriation of likeness, photo or image Tagged with: , , , , , , , , , ,

Insolvent Nonprofit Hospital Sells Assets in Bankruptcy: California Attorney General’s $305 Million Conditions Overruled

Explore the legal details of a California nonprofit hospital’s asset sale in bankruptcy, where the Attorney General’s conditions were overruled, impacting a $610 million deal. Learn about the implications and case reference. November 1, 2019 Introduction: Selling assets of a

Posted in bankruptcy sale, distressed business acquisitions, Section 363 sale, state approval of nonprofit hospital Tagged with: , , , , , , ,

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: , , , , , , , , , , , , , , , ,

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