Explore the intricacies of M&A earnouts and legal disputes in this compelling blog post dissecting the Butler v. Ferguson Enterprises Inc. case. Gain valuable insights into contract negotiations, operational matters, and the pivotal role of judicial scrutiny in post-closing disputes.…
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Challenging a M&A Buyer’s Good Faith in an Earnout Dispute
Posted in problems with earnouts Tagged with: Business acquisitions, business continuity, business law, business strategies, Butler v. Ferguson Enterprises Inc., Buyer-Seller Agreements, CFO insights, Cincinnati, contract law, contract negotiations, Earnout disputes, earnouts, Entrepreneurship, judicial scrutiny, legal cases, Legal Challenges, Legal Disputes, legal implications, legal insights, legal recourse, Litigation, M&A, Mergers and Acquisitions, operational matters, operational performance, Post-closing disputes, profitability, stakeholder management
Casino and Hotel Sale During Pandemic: Legal Clarification
Explore the legal intricacies of a deferred closing in the world of business acquisitions, as we analyze a case involving a Las Vegas casino and hotel sale during the COVID-19 pandemic. Discover how legal proceedings unfolded and the outcome in…
Posted in deferred closing Tagged with: Business acquisitions, Casino and hotel sale, COVID-19 pandemic, deferred closing, Earnest money compensation, Earnest money deposit, Gaming license, legal proceedings, Lucky Lucy D LLC v. LGS Casino LLC, M&A legal blog, Material breach, Nevada Gaming Commission, Nevada Supreme Court, Ordinary Course of Business Covenant, Purchase agreement, State trial court
BUYER OF OCULAR ALLERGY TESTING SYSTEM BATTLES SELLER OVER EARNOUT
Preliminary legal skirmish highlights risks of using earnouts. M&A Stories May 22, 2023 Introduction: In the world of business acquisitions, it is common for buyers and sellers to struggle to agree on a purchase price. One approach to address this…
Posted in problems with earnouts Tagged with: asset purchase agreement, Business acquisitions, Buyer-seller conflicts, Commercially reasonable efforts, Disputes over earnout targets, Earnout agreements, M&A legal disputes, Marketing and sales budgets, Ocular allergy testing system, Risk management in M&A
Buyer Can’t Blame Seller for Business Failure When Assisting in Manager Selection
The seller stayed on under a temporary consulting arrangement. At buyer’s request the seller helped pick a president for the buyer to manage the business. It did not work out and the business failed. M&A Stories April 15, 2022 Introduction:…
Posted in Problems with Deferred Purchase Price, Problems with post-closing management of business Tagged with: Auto Parts Sorting Business, Business acquisitions, Business Failure, Buyer-Seller Consulting Agreement. Manager Selection, Industry Management Experience, Kentucky State Court, M&A legal blog, Personal Guaranty, Poston v. Welch Case
Ohio Auto Dealership Buyer Unsuccessful in Halting Sale to Another Party Amid Honda Approval Protest
Both the Ohio Motor Vehicles Dealers Board and the courts said that Ohio’s motor vehicle law did not give the Board the power to prevent the seller from selling to another party pending resolution of the buyer’s Board protest. M&A…
Business Buyer’s Fraud Claim Fails: Understanding the Case of Ironwoods Troy v. Optigolf
No fraud: business seller’s rosy projects were just “puffery” and the buyer failed to perform due diligence. M&A Stories April 12, 2022 Introduction: In the world of business acquisitions, legal disputes may arise when a purchased business fails to perform…
Asset Buyer Can’t Enforce Employee Nonsolicitation Covenants
Learn about a recent case in Oklahoma where a federal court refused to enforce certain employee non-solicitation post-employment covenants during an asset acquisition. Understand the importance of complying with local laws when implementing non-solicitation agreements in M&A deals to prevent…
Posted in nonsolicitation of employees and customers, nonsolicitation of former customers Tagged with: Business acquisitions, Customer Solicitation, Employee Contracts, Employee Non-solicitation, Enforceability of Non-solicitation Agreements, Mergers and Acquisitions, N.D. Oklahoma Court, Non-assignable Agreements, Noncompete Provisions, Oklahoma Law, TruGreen Limited Partnership v. Oklahoma Landscape Inc.
Arbitration in Business Acquisitions when Real Estate Involved
Explore the complexities of arbitration in business acquisitions involving real estate. Discover how arbitration clauses may not always prevent disputes from reaching court, as highlighted by the BLW Motors, LLC v. Vicksburg Ford Lincoln Mercury, Inc case. Gain insights into…
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