Blog Archives

M&A Health Care Seller Fights Large Buyer over Medicare and Medicaid Reconciliation

In this blog post, we delve into the complexities of selling a healthcare business, particularly focusing on a recent M&A legal dispute involving Medicare and Medicaid receivables. Discover how a Montana-based home health and hospice provider clashed with a large

Posted in problems with receivables Tagged with: , , , , , , , , , , , , , , , , , , , , ,

M&A Funds in Escrow: A Lesson from NSI-MI HOLDINGS, LLC v. Ametek, Inc.

Explore the intricacies of M&A escrow with insights from the NSI-MI HOLDINGS case, a $230 million acquisition involving a 15-month escrow period. Learn key takeaways and court rulings on indemnification obligations, providing valuable lessons for crafting effective escrow agreements in

Posted in problems with escrows Tagged with: , , , , , , , , , , , , , , , , , , , , , , , , , , , ,

Buyer Halts Payments, Alleges Inaccurate Financials in M&A Deal

Explore a case where a buyer halted payments in an M&A deal due to alleged financial inaccuracies, and learn about offset provisions in purchase agreements. M&A Stories March 29, 2019 Introduction: In the world of mergers and acquisitions, uncertainties loom

Posted in asset purchase agreement, financial representation and warranty, membership interest purchase agreement, offset or setoff provision, offset right, promissory note, representations and warranties Tagged with: , , , , , , , , , , , ,

Environmental Liability in M&A Deals

Explore a legal case study on environmental liabilities in M&A deals. Learn about the dispute between a stock seller and buyer regarding contamination issues and indemnification. M&A Stories November 29, 2018 In this transaction, a company dealing in industrial combustion

Posted in environment representations and warranties, escrow, indemnification, representations and warranties Tagged with: , , , , , , , , , , , ,

Pitfalls of Signing Closing Documents Prematurely: Lessons from Payne v. Cunningham

Explore the legal ramifications of signing M&A closing documents prematurely, illustrated through Payne v. Cunningham. This blog delves into a notable 2016 case involving a car dealership sale, highlighting the crucial importance of timing in avoiding unforeseen legal consequences. Learn

Posted in breach of contract, closing, damages, specific performance, stock purchase agreement Tagged with: , , , , , , , , , , , , , , , , , , , ,

Avoiding Escrow Woes: A Cautionary Tale for M&A Participants

Dive into the intricacies of mergers and acquisitions with our latest blog post, ‘Avoiding Escrow Woes: A Cautionary Tale for M&A Participants.’ Explore the real-world case of The HC Companies, Inc. v. Myers Industries, Inc., and unravel the complexities surrounding

Posted in indemnification, timely objection to indemnification claim Tagged with: , , , , , , , , , , , , , , , , , , , , , , , , , ,

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