Explore the legal implications of verbal commitments in M&A negotiations through a real-life case study. Learn from the Management Registry, Inc. v. AW Companies, Inc. case and understand the importance of documenting promises in formal agreements to avoid potential legal…
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Enforcing Oral M&A Promises: A Cautionary Tale
Posted in problems with oral M&A promises Tagged with: Case Study, Closing transactions simultaneously, Contractual disclaimers, Fraudulent inducement, integration clause, Legal actions in M&A, legal implications, Lessons learned in M&A, M&A controversies, M&A negotiations, Management Registry v. AW Companies, Minnesota law, Oral promises, stock purchase agreement, Written agreements in business deals
M&A Post-Closing Business Failures: Navigating Legal Challenges
Explore a real-life case of post-M&A business difficulties and legal actions. Learn how the court determined the dischargeability of debt in the face of a struggling business. M&A Stories November 7, 2023 Introduction: In small M&A transactions, deferred purchase prices…
Posted in personal guaranty Tagged with: Bankruptcy court, Bankruptcy Relief, Business Asset Sales, Business Failures, Chapter 7 Bankruptcy, Deferred Purchase Prices, Dischargeability of Debt, Fraudulent inducement, Good Faith Obligations, In Re Crawford, Legal Challenges, M&A Post-Closing, Non-compliance Intent, Post-Closure Business Issues, promissory note
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
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
Buyer’s Misrepresentation Claim Fails Due to Economic Loss Doctrine
Explore a recent case involving a buyer’s misrepresentation claim in an M&A deal. Learn how the economic loss doctrine played a crucial role in the outcome and its implications for similar cases. M&A Stories December 7, 2018 In a recent…
Posted in economic loss doctrine, fraud in business sale, negligent misrepresentation, tort misrepresentation in M&A Tagged with: Breach of fiduciary duty, business litigation, Buyer's rights in M&A, economic loss doctrine, Fraud Carveout, Fraudulent inducement, Legal dispute, M&A misrepresentation claim, stock purchase agreement, Tort claims in M&A, Wisconsin contract manufacturing
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