Blog Archives

Challenging a M&A Buyer’s Good Faith in an Earnout Dispute

Explore the intricacies of M&A earnouts and legal disputes in this compelling blog post dissecting the Butler v. Ferguson Enterprises Inc. case. Gain valuable insights into contract negotiations, operational matters, and the pivotal role of judicial scrutiny in post-closing disputes.

Posted in problems with earnouts Tagged with: , , , , , , , , , , , , , , , , , , , , , , , , , , ,

Understanding the Importance of Boilerplate Clauses in M&A Agreements

Explore the significance of boilerplate clauses in M&A agreements and how they can impact post-closing disputes. Learn from a real case example and discover the key takeaways for buyers and sellers in the world of mergers and acquisitions. M&A Stories

Posted in purchase agreement Tagged with: , , , , , , , , , , , , , , , ,

Legal Battle Unveils Buyer’s Right to Sue Seller Over Undisclosed Union Contract

Explore a recent M&A development where a Nebraska-based buyer faces legal challenges after the seller failed to disclose an existing union contract. Dive into the details of the case and understand the implications for M&A transactions. M&A Stories November 5,

Posted in due diligence, fraud in business sale, post asset purchase issues, representations and warranties, successor liability, union fringe benefits, union liabilities Tagged with: , , , , , , , , ,

Dispute Resolution in M&A: Understanding Liability Releases

Explore crucial insights into liability releases in M&A transactions through the analysis of a legal dispute arising from the stock acquisition of a New Jersey-based environmental services and waste management company. Learn about insurance details, release clauses, and the implications

Posted in shareholder release, stock purchase agreement Tagged with: , , , , , , , , ,

Dispute Erupts in Aerospace Acquisition: Battle Over Warranty Claims

  Dive into the complexities of M&A as we unravel a recent legal dispute in the aerospace industry. Explore the intricacies of warranty claims, allocation of liabilities, and the aftermath of an acquisition gone awry. Gain insights from a real-life

Posted in asset seller's liabilities, assumed liabilities, excluded liabilities, seller's warranty claims Tagged with: , , , , , , , , , , , , , , , ,

Legal Battle Unfolds as Seller Struggles to Secure Earnout in Oregon Dental Practice Sale

Dive into the legal intricacies of M&A with our latest blog post, ‘Legal Battle Unfolds as Seller Struggles to Secure Earnout in Oregon Dental Practice Sale.’ Explore the complexities of a real case, Colby v. Interdent Service Corporation, revealing the

Posted in dental practice sale, earn outs Tagged with: , , , , , , , , , , , , , , , , , , , , , , , , ,

Asset Buyer Responsible for Liability of Unpurchased Seller Division

Explore the legal intricacies of M&A in our latest blog post, “Asset Buyer Responsible for Liability of Unpurchased Seller Division.” Dive into a real-life case, Intuitive Surgical Operations, Inc. v. Midbrook, LLC, that sheds light on the critical importance of

Posted in buyer's assumption of seller liabilities in asset acquisition Tagged with: , , , , , , , , , , , , , , , , , , , , , , ,

Dispute Arises Over Certificate of Deposit Ownership in Post-Closing M&A Scenario

Explore the intricacies of M&A contract disputes in this gripping blog post by John McCauley. Delve into a recent clash between buyer and seller over the ownership of a $150,000 certificate of deposit post-closing. Uncover the importance of meticulous contract

Posted in cash and cash equivalents, Description of business assets purchased Tagged with: , , , , , , , , , , , , , , , , , , , ,

Navigating M&A Pitfalls: Lessons from Schwartz v. Accuratus Corporation

Explore the intricate world of M&A legalities with our latest blog post, ‘Navigating M&A Pitfalls: Lessons from Schwartz v. Accuratus Corporation.’ Delve into the complexities surrounding assumed liabilities, and learn valuable lessons on meticulous documentation. Uncover the saga that unfolded

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