Explore a real M&A case (Sapp v. Indus. Action Services, LLC) involving earnout disputes and the legal battle between expert determination and arbitration. Learn the key findings, implications, and the court’s role in resolving EBITDA threshold disagreements. M&A Stories November…
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Navigating Earnout Disputes: Expert Determination vs. Arbitration
Posted in arbitration vs expert determination, problems with earnouts Tagged with: accounting firm, arbitration, asset sale, Buyer-seller disagreement, case reference, court intervention, Earnout disputes, EBITDA thresholds, expert determination, Industrial Services, Legal Actions, M&A Disputes, Sapp v. Indus. Action Services LLC, Third Circuit Court
RESOLVING DISPUTES IN BUSINESS SALES: FORUM SELECTION CLAUSES AND LOCATION CHALLENGES
The court applied the purchase agreement’s Michigan forum selection clause and refused to transfer the case from Detroit to Houston, even though it will be inconvenient for both the Houston-based seller’s owner, the Houston business, and its employees, not to…
Posted in problems with forum selection clauses Tagged with: Breaking Forum Selection Clauses, Business Sales Litigation, Forum Selection Clauses, Home Court Advantage in Litigation, Impact of Forum Selection Clauses, Location Challenges in Lawsuits, M&A Disputes, Michigan Forum Selection Clause, Seller's Rights in M&A Lawsuits, Transferring Lawsuits
DISPUTE ARISES BETWEEN BUYER AND SELLER OVER NET SALES IN $1.7 MILLION EARNOUT CASE
Buyer claims that earnout is based upon the post-closing net sales of seller’s small box chassis products. The seller claims that earnout includes net sales of small box chassis products acquired by buyer from other sellers. M&A Stories September 20,…
Lawsuit Over EBITDA Earnout Dispute
Explore a post-closing dispute in mergers and acquisitions (M&A) involving an earnout disagreement related to EBITDA. Learn about a case that highlights the complexities of earnout arrangements and potential legal challenges. June 18, 2019 M&A Stories Introduction: In this mergers…
Posted in bad faith, corporate overhead, de facto merger exception, earn outs, EBITDA Tagged with: asset purchase agreement, corporate overhead, earnout disagreements, EBITDA earnout dispute, fair dealing, Good faith, income expectations, legal challenges in M&A, M&A Disputes, M&A lawsuit, Miranda v. US Security Associates, Post-Closing Dispute
Resolving Cash Disputes in M&A: Lessons from a Puerto Rico Case
Explore the challenges of post-closing cash disputes in M&A transactions through the lens of a Puerto Rico case. Gain insights into the importance of comprehensive agreements and learn from the experiences of the parties involved. M&A Stories November 26, 2018…
Posted in book value adjustment, cash and cash equivalents, Description of business assets purchased, net working capital adjustment, stock purchase agreement Tagged with: Asset inclusion in acquisitions, Cash Holdings, Financial metrics in transactions, Gazelle v. MR 314 Fortaleza LLC case, Legal lessons in M&A, M&A Disputes, Post-closing adjustments, Puerto Rico litigation, Purchase price disputes, stock purchase agreement
Court Ruling: Fraudulent Actions Allow Seller to Reclaim Business Assets
Explore the riveting legal saga of an M&A deal gone awry, resembling a Shakespearean drama, where a son’s deceit leads to a court ruling allowing the sellers to reclaim business assets. Delve into the intricacies of fiduciary duty, transparency, and…
Posted in fraud in business sale, rescission Tagged with: asset purchase agreement, Business acquisitions, business assets, business ethics, business law, business liabilities, business litigation, business ownership, buyer, Corporate governance, Court decision, court judgment, Court ruling, family drama, Fiduciary Duty, fiduciary obligation, financial matters, fraudulent actions, legal accountability, Legal Case, legal implications, Legal Saga, legal transparency, M&A Disputes, M&A legal, M&A Transactions, seller, transparency, undisclosed liabilities
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