Learn about the risks and solutions associated with personal guaranties for office or facility leases during M&A transactions. Find out how sellers can protect themselves from post-closing problems. M&A Stories April 14, 2021 Introduction: When selling a company, it is…
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DEALING WITH SELLER LEASE GUARANTEES IN M&A TRANSACTIONS
Posted in shareholder personal guaranty of target lease, stock purchase agreement Tagged with: Breach of contract, escrow arrangement, facility lease, indemnification, letter of credit, M&A Transactions, New York State Court, office lease, Personal Guaranty, real-life case, risk management, seller lease guarantees
Buyer’s Failure to Timely Pay Results in Lost Acquisition Opportunity
Explore a case involving a missed payment deadline in a business acquisition agreement and the legal consequences that followed. Learn how a buyer’s failure to adhere to agreement terms can lead to significant consequences in mergers and acquisitions (M&A). M&A…
Posted in failure to make timely purchase price payment, rescission Tagged with: Acquisition Agreement, agreement terms, Appellate court decision, breach of agreement, Breach of contract, business deals, business relationships, buyer's delay in payment, Inc., Inc. v. Canbushack, legal conflict, Legal consequences, M&A, Mergers and Acquisitions, Michigan state court, missed payment deadline, negotiation dynamics, Trillium Cyber
Stock Seller Takes Legal Action Against Buyers Over Failure to Close S Corp Books for Q1 Tax Loss
Explore a case study where a stock seller filed a lawsuit against buyers due to a breach of stock purchase agreement. Learn about the significance of Section 1377 election and clear communication in M&A transactions. July 27, 2020 Introduction: When…
Buyer’s Fraud Claim Survives in M&A Case
Explore a recent Delaware M&A case where a buyer successfully navigated legal obstacles, including fraud claims, in an asset purchase agreement. Learn about the court’s ruling and the significance of fraud carve-out provisions in M&A transactions. August 7, 2019 M&A…
Posted in bootstrapping doctrine, exclusive remedy, fraud carveout, fraud in business sale, non-reliance clause Tagged with: 3M Company v. Neology, asset purchase agreement, bootstrapping doctrine, Breach of contract, Buyer's fraud claim, contractual representations, Court ruling in M&A case, Delaware M&A case, Exclusive remedies, Fraud carve-out provision, Fraudulent concealment, Fraudulent inducement, Inc. case, Indemnification caps, Legal hurdles in M&A, M&A legal blog, Overheating issue, Product development issues, Rescissory damages, Seller's misrepresentations, survival periods
Costly Customer Secrets: Buyer’s $4.4 Million Lesson in M&A
Explore a real M&A case where lack of disclosure about customer issues led to a costly lawsuit. Learn the importance of transparency and diligence in mergers and acquisitions. M&A Stories March 15, 2019 Introduction: In the world of mergers and…
Posted in purchase agreement Tagged with: Breach of contract, business litigation, buyer's lesson, buyer-seller relationship, customer issues, customer relationships, Heritage Handoff Holdings LLC v Fontanella, key customers, Legal Blog, M&A, M&A case study, M&A lawsuit, Mergers and Acquisitions, Purchase Price, reasonable reliance, securities fraud, transparency in M&A
Fraud Carve Out Rescues Buyer in Complex M&A Divestiture
Explore a recent M&A case highlighting the importance of meticulous contract negotiation and the legal intricacies surrounding fraud and concealment in asset purchase agreements. M&A Stories February 04, 2019 In the world of Mergers and Acquisitions, a recent case shed…
Posted in "as is where is", fraud in business sale Tagged with: asset purchase agreement, Breach of contract, buyer, Case Study, Class action lawsuit, concealment, contract negotiation, Delaware law, economic loss doctrine, fraud, fraud carve out, Legal Blog, Liability, M&A, Mergers and Acquisitions, Perrigo Company International Vitamin Company, pharmaceutical industry, seller
Allegations of Breach in M&A Deal: Lessons from a $100 Million Case
Explore the intricate post-transaction landscape of M&A through a $100 million case involving an Atlanta-based chemical packaging company. Delve into the details of post-closing commitments, breaches, and legal implications, emphasizing the significance of post-closing covenants. M&A Stories November 21, 2018…
Posted in covenant not to compete, hiring seller's employees, no kickback or bribe rep, nondisclosure agreement, trade secret misappropriation Tagged with: Breach of contract, Business acquisitions, Confidentiality clauses, Delaware lawsuit, Enforceability of covenants, Kickback payment representation, M&A legal case study, M&A litigation, Noncompetition agreements, Post-closing commitments
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