Explore the legal intricacies of an $11 million Chrysler Jeep Dodge dealership purchase in upstate New York, emphasizing the importance of due diligence and clear contract terms in M&A transactions. M&A Stories November 2, 2023 Introduction: Buying an auto dealership…
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BUYER OF DENTAL PRACTICE ASSETS FACES LAWSUIT OVER ALLEGED MEDICAID FRAUD BY SELLER
A whistleblower claims that the buyer of the assets of a dental practice is responsible for allegedly false Medicaid claims filed by the seller. M&A Stories July 6, 2023 Introduction: In this M&A story, we discuss a case where the…
BUYER AWARDED $6.2 MILLION IN PUNITIVE DAMAGES FOR DENIED FIRE INSURANCE COVERAGE
The buyer leased the auto dealership real estate. It purchased fire insurance coverage. After the facility was destroyed the buyer made a claim for coverage. The carrier denied coverage because the buyer did not own the building, nor did the…
SELLER MUST PAY BROKER FEE DESPITE TERMINATION OF ENGAGEMENT
The seller sold his practice to a buyer brought to the seller by the broker within the three year “tail period” after broker terminated the engagement with the seller. M&A Stories March 17, 2023 Introduction A seller of a business…
PROBLEM ARISING FROM DIVESTITURE: TRADE SECRET MISUSE IN SOFTWARE DIVISION SALE
The asset purchase agreement excluded the healthcare intellectual property from the deal. M&A Stories March 6, 2023 Introduction When selling a division or product line of a business, there is a risk of disputes after the sale regarding the assets…
ALFALFA BUSINESS ASSET PURCHASE RESULTS IN EQUIPMENT REPOSSESSION AND LAWSUIT
The equipment was secured by a seller debt. As part of the deal the seller leased the encumbered equipment to the buyer. After seller repossession, the buyer unsuccessfully claimed that it owned the equipment. M&A Stories February 28, 2023 Introduction…
UNSECURED CREDITORS DISPUTE $36 MILLION SALE OF DISTRESSED SNACK MAKER BEFORE BANKRUPTCY
The seller’s unpaid creditors contend that other potential strategic partners were willing to pay between $42 million and $51 million for the seller. M&A Stories September 26, 2022 Introduction Selling a financially distressed business involves unique risks for both the…
Posted in problems with creditors of distressed business Tagged with: $36 million sale, bankruptcy, bankruptcy sale, Breach of fiduciary duty, Corporate governance, Dispute, Distressed snack maker, Financial difficulties, Lawsuit, M&A legal, Piercing the corporate veil, Private equity firm, Section 363 sale, successor liability, Unsecured creditors
BUYER OF RESTAURANT ASSETS FACES LAWSUIT OVER EMPLOYEE WAGE AND HOUR CLAIMS
Federal court dismissed claims of former seller employees against buyer of restaurant assets because employees did not allege in their complaint that buyer had been aware of wage and hour problems at the restaurant or the inability of the seller…
Posted in problems with seller's employees Tagged with: asset purchase agreement, Buyer of restaurant assets, due diligence, Employee wage and hour claims, Escrow or holdback mechanisms, Federal court ruling, Inc. (case reference), Lawsuit, Liability assumption, M&A legal blog, Vazquez v. Molto Bene Bellmore
BUYER LOSES PURCHASED MEDICAL INSURANCE RECEIVABLES IN PHYSICIAN PRACTICE ACQUISITION
The court held that the seller creditor could garnish the receivables because the buyer’s ownership of them would not vest until the buyer had received its license from the state of Florida M&A Stories September 2, 2022 Introduction When acquiring…
AUTO BUYER CANNOT FORCE DEALER TO APPEAL GM’S REFUSAL FOR DEALERSHIP TRANSFER
The asset purchase agreement gave the seller the right to terminate the deal if the transaction had not closed by the outside closing date and GM had refused to consent to the transaction. M&A Stories August 30, 2022 Introduction When…
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