Explore the intricacies of customer disclosures in M&A transactions through a case study of a 2013 acquisition in Maryland’s cellular phone market. Learn from the pitfalls of insufficient transparency and the legal consequences that followed. Gain insights into FCC approval…
Blog Archives
Unveiling Post-Merger Changes: Navigating Customer Disclosures in M&A Deals
Posted in problems with customers Tagged with: appellate court, AT&T Inc., Case Study, CDMA network, cellular phone market, communication strategies, Cricket Wireless, customer disclosures, deceptive trade practices, FCC approval process, GSM network, Legal consequences, LTE, M&A, M&A Lessons, Maryland, Mergers and Acquisitions, post-merger changes, transparency
BUYER SUES SELLER OVER INACCURATE FINANCIALS IN ROOFING AND SOLAR COMPANY ACQUISITION
The buyer claims that the seller overstated revenue and understated costs, and that the target’s post-closing first quarter produced a $ 1 million loss M&A Stories April 24, 2022 Introduction: In the world of mergers and acquisitions, it’s not uncommon…
Posted in Problems with financials Tagged with: Accounting Firm Review, Acquisition Investigation, Buyer vs. Seller, Downward Adjustment of Revenue, Inaccurate Financials, Lawsuit and Litigation, Legal Disputes, Mergers and Acquisitions, Roofing and Solar Company, Solar Integrated Roofing Corp. v. Ballew
HOW A REPRESENTATION & WARRANTY HELPED BUYER RECOVER DAMAGES IN A MANUFACTURING BUSINESS DEAL
Seller representation and warranty helped buyer recover loss for problems with product documentation M&A Stories September 2, 2021 Introduction: When buying a business, representations and warranties in the purchase agreement are tailored to suit the specific type of business…
Posted in representations and warranties Tagged with: Buyer Recovery, Due Diligence Challenges, Galveston, Houston Texas Appellate Court, Inc., Legal Risks, Manufacturing Business, McKinley v. Kin-Tek Analytical, Mergers and Acquisitions, Product Documentation, Representation and Warranty, Texas Jury
NONCOMPETE PAYMENTS IN M&A DEALS: BUYER OBLIGATIONS EVEN AFTER SELLER’S DEATH
Learn about the recent ruling by the Alabama Supreme Court on noncompete payments in M&A deals after the death of the seller. Discover the importance of clear terms in noncompete agreements to avoid disputes. M&A Stories May 12, 2021 Introduction:…
Posted in covenant not to compete, death of seller's impact upon noncompetition payments Tagged with: Alabama Supreme Court, Boyd v. Mills, Buyer Obligations, death of seller, goodwill protection, legal battle, M&A, Mergers and Acquisitions, noncompete agreement, noncompete payments, personal service contracts, seller's death
Asset Buyer Can’t Enforce Employee Nonsolicitation Covenants
Learn about a recent case in Oklahoma where a federal court refused to enforce certain employee non-solicitation post-employment covenants during an asset acquisition. Understand the importance of complying with local laws when implementing non-solicitation agreements in M&A deals to prevent…
Posted in nonsolicitation of employees and customers, nonsolicitation of former customers Tagged with: Business acquisitions, Customer Solicitation, Employee Contracts, Employee Non-solicitation, Enforceability of Non-solicitation Agreements, Mergers and Acquisitions, N.D. Oklahoma Court, Non-assignable Agreements, Noncompete Provisions, Oklahoma Law, TruGreen Limited Partnership v. Oklahoma Landscape Inc.
NEW YORK’S ATTEMPT TO IMPOSE SALES TAX ON LLC EQUITY ACQUISITION
Explore a case study involving a New York-based buyer’s acquisition of an LLC’s equity and the subsequent controversy over a sales tax assessment on tangible personal property. Delve into the legal intricacies of M&A transactions and tax implications. M&A Stories…
Posted in sales tax imposed on equity sale of DRE Tagged with: Asset acquisition, disregarded entity, equity acquisition, legal analysis, LLC, M&A, Mergers and Acquisitions, New York, sales tax, tax controversy, tax law
Buyer’s Failure to Timely Pay Results in Lost Acquisition Opportunity
Explore a case involving a missed payment deadline in a business acquisition agreement and the legal consequences that followed. Learn how a buyer’s failure to adhere to agreement terms can lead to significant consequences in mergers and acquisitions (M&A). M&A…
Posted in failure to make timely purchase price payment, rescission Tagged with: Acquisition Agreement, agreement terms, Appellate court decision, breach of agreement, Breach of contract, business deals, business relationships, buyer's delay in payment, Inc., Inc. v. Canbushack, legal conflict, Legal consequences, M&A, Mergers and Acquisitions, Michigan state court, missed payment deadline, negotiation dynamics, Trillium Cyber
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
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