Dive into the captivating world of mergers and acquisitions with our latest blog post, ‘Navigating the Legal Landscape: A Tale of Restaurant IP in M&A.’ Uncover the twists and turns of a high-stakes case involving the sale of intellectual property…
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NURSING HOME SELLER SUES BUYER FOR FAILING TO CLOSE TRANSACTION
The buyer agreed to purchase the nursing home for $28 million. The deal did not close, and the seller blamed the buyer. M&A Stories July 10, 2023 Introduction: Closing a deal becomes less likely as the transaction becomes more complex.…
Buyer Cannot Sue Seller for Withholding Pending Customer Loss Information
Explore a case study in M&A where the buyer’s inability to sue the seller is examined due to contractual limitations on claims beyond representations and warranties. M&A Stories December 10, 2020 Introduction: When considering the purchase of a business, it’s…
Posted in contracts, due diligence, extra-contractual fraud, fraud in business sale, non-reliance clause Tagged with: asset purchase agreement, Business acquisition, Business Transactions, buyer-seller dispute, contractual limitations, contractual representations, Delaware law, due diligence, fraud, Humana contracts, Legal action, loss of major customer, M&A legal case study
Enforcing Liquidated Damages in M&A Deals: A Lesson from a Real Case
Explore a cautionary tale from the world of mergers and acquisitions. Learn about a case where a buyer’s commitment to pay $6.5 million in liquidated damages became the focal point of legal action. Understand the significance of well-negotiated clauses in…
Posted in certificate of need, deferred closing, governmental approval, liquidated damages provision Tagged with: Acquisition Agreement, business parties, Case Study, commitment, enforcement, experienced lawyers, Legal action, legal implications, liquidated damages, M&A deals, Mergers and Acquisitions
Seller’s $14.5 Million Fraud Claim Fails Against Majority Shareholder in Stock Deal
Read about a case where a $14.5 million fraud claim by siblings against a majority shareholder in a pharmaceutical company stock deal failed due to oversight in reviewing legal documents. Learn the importance of thorough legal document examination before finalizing…
Posted in fraud in business sale, fraudulent inducement, shareholder release Tagged with: attorney guidance, case reference, consequences, Fraud claim, investment, Legal action, legal documents, M&A legal blog, majority shareholder, New York state trial court, pharmaceutical company, read before signing, stock deal, transaction documents
Legal Lessons from M&A: Navigating Risks in Minority Business Participation Programs
Explore a recent M&A case where a Spanish conglomerate faced post-closure challenges due to federal law violations in a New York-based construction company. Gain insights into the importance of due diligence in navigating risks associated with minority business participation programs…
Posted in due diligence, minority business participation program, no pending government investigations or inquiries, representations and warranties, stock purchase agreement Tagged with: Business Compliance, Construction Industry, Court decisions, due diligence, Federal Law Violations, Government Investigations, Legal action, Legal lessons, M&A, Metropolitan Transit Authority, Minority Business Participation Programs, New York City Department of Environmental Protection, risk management, Schiavone v. Dragados SA, stock purchase agreement, Third Circuit
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