Explore the intricacies of a recent M&A case involving the sale of a cloud-based SaaS business. Dive into the details of the deal, including purchase price, royalties, and the legal battle that ensued. June 17, 2019 M&A Stories Introduction: In…
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Clarifying SaaS Business M&A Deal: Understanding the Fine Print
Posted in purchase price, royalty Tagged with: asset purchase agreement, Blue Rooster LLC v. Perficient, cloud-based software, consulting services, Contract Obligations, court verdict, deal intricacies, Inc., intranet portal components, legal battle, M&A, Mergers and Acquisitions, Microsoft SharePoint, product license fees, Professional Fees, Purchase Price, royalties, SaaS, software as a service, subscription revenue, systems integration
Buyer Beware: Protecting Your Assets in M&A Deals
Explore the risks associated with acquiring companies and the potential consequences when assets are used as collateral in M&A deals. Learn from real-life cases and key takeaways. M&A Stories May 15, 2019 Introduction: When considering the acquisition of a company,…
Employment Contract Leads to Arbitration Dispute in M&A Deal
Explore a case study of M&A gone awry due to employment contracts with arbitration clauses. Learn key takeaways for smoother transactions. M&A Stories March 8, 2019 Introduction: In the world of M&A, buyers often want the previous owners to stick…
Buyer’s Purchase Price Adjustment Survives Seller Challenge in Court
Explore a recent M&A case in Indiana where a post-closing audit played a pivotal role in price adjustment. Learn how post-closing audits and purchase price adjustments can be essential in M&A deals with uncertain asset quantities. M&A Stories February 22,…
Posted in purchase agreement Tagged with: Asset cylinders, Asset representations, Indiana federal district court, Inventory accuracy, Inventory shortfall, legal battle, Legal challenge, M&A Case, M&A deals, Mitigating risks, Post-closing audit, Price adjustment, Purchase Price, purchase price adjustment, purchase price holdback, Uncertain assets
Delaware Court’s Decision on Escrow Dispute in M&A Agreement
Explore the Delaware Court’s landmark decision on an escrow dispute in an M&A agreement, highlighting the importance of the difference between alternative dispute resolution procedures of expert determination and arbitration, and its impact on M&A disputes. M&A Stories February 5,…
Posted in alternative dispute resolution, M&A agreement Tagged with: arbitration, contract qualification, Delaware Court, Delaware Court of Chancery, dispute resolution, escrow dispute, expert determination, independent accountant, legal battle, Legal Blog, LLC, M&A, M&A agreement, Ray Beyond Corp v Trimaran Fund Management
Seller’s Responsibility for Permits in M&A Deals
Explore a case study in M&A deals where the seller’s responsibility for permits became a legal issue. Learn about deal modifications, legal battles, and key takeaways. M&A Stories January 18, 2019 In a notable M&A case, a Palo Alto-based business…
Posted in Buyer beware, compliance with all applicable laws, due diligence, land use issues, representations and warranties, stock purchase agreement Tagged with: Case Study, deal modifications, indemnity clauses, legal battle, M&A, occupancy permit, permits, plating permit, stock purchase agreement
Delaware Court Rules in Favor of Buyer in Environmental Misrepresentation Case
Explore the Delaware Superior Court’s ruling favoring a global specialty chemical company in an M&A case involving environmental misrepresentation. Dive into the details of the $3.2 billion stock purchase agreement, the seller’s alleged fraud, and the court’s emphasis on accurate…
Posted in extra-contractual fraud, fraud in business sale, fraudulent omission Tagged with: Ashland LLC v. Heyman, Court ruling, Delaware Superior Court, due diligence information, environmental misrepresentation, Fraud claim, global chemical company, legal battle, Linden property, M&A legal blog, M&A Transactions, New Jersey-based chemicals maker, off-site contamination, remedial work, seller's statements, specialty chemical company, stock purchase agreement
Legal Battle Unfolds as Company Seeks Damages for Failed Investment
Explore the riveting legal battle in the M&A world as a California-based video platform company takes on a Chinese investor in a high-stakes $18 million breach of stock purchase agreement. Delve into the intricate details of the failed investment, the…
Posted in closing, force majeure, stock purchase agreement Tagged with: Asian market, Breach of contract, business litigation, California-based video platform, Chinese investor, Corporate Law, Court decision, Court ruling, exculpatory clause, force majeure event, investment capital, Investment dispute, legal battle, legal proceedings, livestream content, M&A legal, Ninespot Inc. v. Jupai Holdings Limited, stock purchase agreement, strategic partnerships, wealth management entity
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