Explore the recent M&A development where a pension plan’s attempt to block a company’s business sale in bankruptcy failed. Discover how section 363(f)(3) of the Bankruptcy Code played a pivotal role in allowing the sale to proceed without the burden…
Blog Archives
Bankruptcy Court Approves Sale of Business, Clears Pension Claim
Posted in asset purchase agreement, bankruptcy sale, distressed business acquisitions, federal multiemployer pension plan withdrawal liability, Section 363 sale, successor liability Tagged with: 363(f) sale, alter ego, bankruptcy, Bankruptcy Code, Chapter 11, Collective Agreement, contingent liability, Court ruling, E.D. Michigan, Environmental Services, Industrial Services, K & D Industrial Services Holding Co., legal battle, M&A, multiemployer pension plan withdrawal liability, Pension Claim, Pension Fund Liability, successor liability, transferee liability
Avoiding Seller Debt in M&A Deals: Buyer’s Protection
Explore the risks of acquiring the assets of a business and potential liability for seller debts in M&A deals. Learn from a real case involving a luxury motor coach company and gain insights into protecting buyers from unexpected liabilities. M&A…
Posted in all cash deal, de facto merger exception, seller ownership in buyer, successor liability Tagged with: All-cash transactions, Asset acquisition, asset purchase agreement, Avoiding legal battles, Business acquisition risks, buyer's protection, Commercial landlords, de facto merger, Liability protection, M&A deals, Nevada Supreme Court ruling, Seller debt, Seller's branding, Seller's liabilities, successor liability, Unexpected liabilities, Upper management
Successor Liability in Asset Acquisitions: Protecting Your Business
Explore the complexities of successor liability in M&A asset acquisitions and how to protect your interests. Learn from a real case scenario and key takeaways. M&A Stories April 17, 2019 Introduction: In the world of M&A, asset purchases can be…
Posted in actual knowledge, asset purchase agreement, constructive knowledge, due diligence, inequitable, retaliation, sexual harassment, successor liability Tagged with: asset acquisitions, business protection, case reference, due diligence, indemnification, legal knowledge, legal obligations, M&A, Purchase Price, sexual harassment and retaliation, successor liability
Buyer’s Asset Acquisition: No Responsibility for Seller’s Alleged Forced Labor Liability
Explore a complex M&A case involving the liability of a buyer for a seller’s alleged forced labor issues. Discover how the court ruled in favor of the buyer, highlighting the importance of thorough due diligence in mergers and acquisitions. M&A…
Posted in asset purchase agreement, Buyer beware, federal employer liability, notice, seller rep of no federal employer liability, successor liability Tagged with: asset purchase agreement, Buyer's asset acquisition, Buyer's responsibility, Carter v Paschall Truck Lines Inc, Class action lawsuit, Court ruling in M&A, Due Diligence in Acquisitions, Federal forced labor statute, Forced labor liability, Lease agreements in M&A, Legal implications in M&A, M&A Case, M&A legal blog, Merger and acquisition law, Seller's asset sale, Seller's unlawful conduct, successor liability, Trucker's claims
Understanding Successor Liability in M&A Deals: Michigan vs. New Jersey
Explore the nuances of successor liability in M&A deals, focusing on the legal case of Varilease Finance, Inc. v. Earthcolor, Inc. This blog simplifies the complexities of Michigan and New Jersey’s successor liability tests, offering insights for professionals in the…
Posted in asset buyer's assumption of seller's liabilities by contract, asset purchase agreement, asset seller's liabilities, assumed liabilities, assumption of a contract, buyer's assumption of seller liabilities in asset acquisition, excluded liabilities, mere continuation, seller owners equity interest in buyer, successor liability Tagged with: Asset buyer, asset purchase agreement, Business acquisition, Case Study, Due diligence in M&A, Legal dispute, M&A legal blog, Master Lease Agreement, Mere Continuation Rule, Michigan law, Michigan vs. New Jersey, New Jersey law, successor liability, Successor liability risks, Varilease Finance Inc. v Earthcolor Inc
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: Asset purchase negotiations, Buyer's rights in M&A, ERISA statutes violation, Legal proceedings in M&A, M&A legal dispute, Post-closing disputes, Risk mitigation in mergers and acquisitions, successor liability, Undisclosed union contract, Union contract review
Buyer’s Unemployment Tax Liability: Navigating Successor Issues in M&A
Explore the complexities of unemployment tax liability in M&A transactions through a Palisade case study. Understand the legal implications for buyers and the importance of navigating successor issues. Stay informed on how operational changes post-acquisition may not exempt buyers from…
Posted in seller's unemployment experience rating, successor liability Tagged with: buyer's responsibilities in asset acquisition, buyer's tax rate, Colorado Department of Labor and Employment, Court of Appeals of Colorado, Dos Almas LLC v. Industrial Claim Appeals Office, employment retention in M&A, Legal proceedings in M&A, M&A unemployment tax, Palisade case study, post-acquisition operations, successor liability, successorship issues, tax rate liability in M&A
Successor Liability: A Cautionary Tale for Asset Buyers in M&A Deals
Explore the intricate legalities of asset purchases in M&A through a cautionary tale. Delve into the Alabama Teachers Credit Union v. Design Build Concepts case, highlighting successor liability nuances, business continuity, and the impact of labeling transactions. Learn valuable insights…
Posted in successor liability Tagged with: Alabama law, Alabama Teachers Credit Union, asset purchase agreement, asset purchases, business continuity, buyer assurances, Buyer equity, buyer responsibility, Case Study, cautionary tale, construction business acquisition, construction defects, Court Case, Design Build Concepts, key personnel retention, Legal action, legal implications, legalities, M&A, M&A Transactions, merger, post-acquisition issues, seller's name usage, statute of limitations, successor liability
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