The asset purchase agreement gave the seller the right to terminate the deal if the transaction had not closed by the outside closing date and GM had refused to consent to the transaction. M&A Stories August 30, 2022 Introduction When…
Monthly Archives: August 2022
CLOTHING MAKER’S ASSET BUYER AWARDED $325K CD IN COURT RULING
The certificate of deposit was deposited by the seller with the state of Tennessee to secure its self-insured worker’s compensation program. M&A Stories August 23, 2022 Introduction When acquiring a business’s assets, it’s crucial to accurately document the items being…
$1.1 BILLION HOSPITAL DEAL LEADS TO $27.7 MILLION DISPUTE IN DELAWARE COURT
The buyer gives technical arguments to the court to justify its refusal to pay to the seller its share of funds it received from a state of Florida program designed to compensate hospitals for providing treatment to Medicaid patients at…
Posted in problem with prorations Tagged with: $1.1 billion hospital deal, $27.7 million proration dispute, Delaware Court of Chancery, Florida hospital acquisition, Indemnification claims, Legal dispute, M&A, Medicaid patients, Steward Health Care System v. Tenet Business Services Corp., Transition services agreement
SELLER’S FAILURE TO COLLECT DEFERRED PURCHASE PRICE FROM BANKRUPT ACQUISITION SUBSIDIARY’S OWNER
The owner of the acquisition subsidiary did not guarantee the obligations of the bankrupt acquisition subsidiary. The court rejected the seller’s attempt to pierce the corporate veil of the acquisition subsidiary to collect from its owner. M&A Stories August 01,…
Posted in Problems with Deferred Purchase Price Tagged with: asset purchase agreement, Bankrupt Acquisition Subsidiary. Corporate Veil Piercing, Buyer's Parent Company Corporate Liability, Deferred Purchase Price, Mergers and Acquisitions (M&A), Parent Guarantee of Acquisition Subsidiary, Seller's Lawsuit, Trial court ruling, Undercapitalization
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