Read about a recent securities fraud lawsuit where a biopharmaceutical founder is accused of intentionally misleading investors about the profitability of their flagship pain product. Learn about the legal risks involved in selling stock and the importance of honesty in…
Monthly Archives: July 2021
FRAUD EXCEPTION IN M&A INDEMNIFICATION: A CASE ILLUSTRATION
Learn about the fraud exception in M&A indemnification through a case illustration. Understand how a buyer successfully claimed damages beyond the indemnification cap for seller fraud in an acquisition deal. M&A Stories July 28, 2021 Introduction: In M&A deals, it’s…
BUYER’S RIGHT TO DEFENSE IN M&A DEAL WHEN FACING DEFECTIVE PRODUCT CLAIM
Learn about the importance of clear indemnification provisions in M&A agreements. This blog discusses a recent Pennsylvania court case where a buyer’s right to defense was triggered by a product claim, not just a lawsuit. M&A Stories July 27, 2021…
BUYER ORDERED TO PAY $75 MILLION TO SELLER FOR BREACH OF REPS AND WARRANTIES IN M&A DEAL
In this M&A legal blog, learn about a recent case where a buyer was ordered to pay $75 million in damages to a seller for breaching representations and warranties during an insurance company acquisition. Gain insights into the lawsuit and…
Posted in buyer has no regulatory problems, buyer representations and warranties, seller knowledge Tagged with: Breach of Reps and Warranties, Damages and Interest, GBIG Holdings, Inc. v. Resolution Life LP, Insurance Company Acquisition, Legal Blog, M&A, Manhattan State Court, Merger and Acquisitions, Regulatory Problems, stock purchase agreement
DELAWARE COURT ORDERS BUYER TO HONOR M&A DEAL DESPITE PANDEMIC CHALLENGES
In this M&A legal blog, we explore a case where a buyer tried to back out of an acquisition agreement due to pandemic challenges. Discover how the Delaware Court of Chancery ruled in favor of the seller, emphasizing the importance…
Posted in best efforts to secure financing, buyer's covenants, Covenants, specific performance Tagged with: Court of Chancery, deferred closing, Delaware, Delaware Court, financing condition, financing contingency, Inc., Legal Blog, LLC v. KCAKE Acquisition, M&A, pandemic challenges, Snow Phipps Group, specific performance
BUSINESS SELLER’S INSURANCE POLICY COVERS BUYER’S $17 MILLION NEGLIGENT MISREPRESENTATION CLAIM
Read about a recent M&A legal case where a buyer sued a seller for negligent misrepresentation during negotiations. The buyer won a $17 million claim, and the seller’s insurance policy came to the rescue. Learn more about the implications for…
Posted in breach of contract exclusion, claim against seller's liability insurance, insurance coverage Tagged with: asset purchase agreement, Breach of contract exclusion, Business seller insurance, Carolina Casualty Insurance Company v. Spicer, Fraudulent inducement, Insurance coverage in M&A, Management liability policy, Negligent misrepresentation claim, Texas distributor medical equipment
DOES AN ASSET PURCHASE INCLUDE THE FOUNDER’S PUBLICITY RIGHTS? A RECENT M&A CASE EXPLAINED
Learn about the significance of publicity rights in M&A deals through a recent California court case involving a juice company. Understand how broad language in asset purchase agreements can impact the acquisition of intellectual and intangible property. M&A Stories July…
Posted in Right of publicity Tagged with: asset purchase agreement, Court of Appeals decision, Founder's publicity rights, Hansen v. Coca-Cola Company case, Intangible Assets in M&A, Intellectual property acquisition, M&A legal blog, Marketing and branding rights, Publicity rights in California, Valuable assets in asset deals
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