Explore a real-life M&A dispute where a seller’s fraud lawsuit against a buyer over an earnout disagreement led to a court ruling. Gain insights into the legal intricacies of this case and the implications for M&A agreements. November 6, 2019…
Blog Archives
Court Approves Seller’s Fraud Lawsuit in Earnout Dispute
Posted in anti-reliance clause, earn outs, integration clause Tagged with: anti-reliance provision, earnout dispute, fraud lawsuit, Gruner v. Huron Consulting Group, Illinois common law, Illinois Securities Law, Inc., integration clause, Keywords: M&A lawsuit, legal analytics company, stock purchase agreement
Earnout Dispute: Lessons for Business Sellers
Explore the case of a Texas-based seller’s earnout dispute and the consequences of failing to verify earnout calculations. Learn valuable lessons for business sellers in M&A deals September 3, 2019 M&A Stories Introduction: When buying or selling a business, disagreements…
Posted in earn out, earn out dispute procedure, economic loss doctrine, fraud in business sale, fraud in the inducement exception Tagged with: business seller lessons, Delaware Federal District Court, dispute resolution, Earnout Calculation, earnout statements, economic loss doctrine, environmental management services, fraud claims, M&A earnout dispute, Richie v. Hillstone Environmental Partners, Texas seller
Buyer’s Fraud Claim Survives in M&A Case
Explore a recent Delaware M&A case where a buyer successfully navigated legal obstacles, including fraud claims, in an asset purchase agreement. Learn about the court’s ruling and the significance of fraud carve-out provisions in M&A transactions. August 7, 2019 M&A…
Posted in bootstrapping doctrine, exclusive remedy, fraud carveout, fraud in business sale, non-reliance clause Tagged with: 3M Company v. Neology, asset purchase agreement, bootstrapping doctrine, Breach of contract, Buyer's fraud claim, contractual representations, Court ruling in M&A case, Delaware M&A case, Exclusive remedies, Fraud carve-out provision, Fraudulent concealment, Fraudulent inducement, Inc. case, Indemnification caps, Legal hurdles in M&A, M&A legal blog, Overheating issue, Product development issues, Rescissory damages, Seller's misrepresentations, survival periods
Franchise Buyer’s Fraud Claim Impacts Seller’s Collection Efforts
Explore a complex M&A case where a buyer’s fraud claim challenges a promissory note, leading to a legal battle and an important court decision. Gain insights into the interconnection of purchase agreements, note obligations, and fraud allegations. July 8, 2019…
Posted in asset purchase agreement, fraud in business sale, promissory note, rescission Tagged with: asset purchase agreement, Buyer's Rights, Court decisions, due diligence, Franchise buyer, Fraud allegations, legal battle, LLC, LLC v. JB2 Fitness, M&A Case, New York law, promissory note, Rescind transaction, Seller's collection efforts, Summary judgment, Viveros Fitness, Warranty claims
Fraud Carve Out Rescues Buyer in Complex M&A Divestiture
Explore a recent M&A case highlighting the importance of meticulous contract negotiation and the legal intricacies surrounding fraud and concealment in asset purchase agreements. M&A Stories February 04, 2019 In the world of Mergers and Acquisitions, a recent case shed…
Posted in "as is where is", fraud in business sale Tagged with: asset purchase agreement, Breach of contract, buyer, Case Study, Class action lawsuit, concealment, contract negotiation, Delaware law, economic loss doctrine, fraud, fraud carve out, Legal Blog, Liability, M&A, Mergers and Acquisitions, Perrigo Company International Vitamin Company, pharmaceutical industry, seller
Legal Claims in M&A: Buyer’s Oral Promises Land Them in Court
Explore a case study involving oral promises in an M&A deal and the legal implications. Learn how a buyer’s actions led to a court battle. M&A Stories January 10, 2019 In 2016, a company based in the greater Sacramento area,…
Posted in asset purchase agreement, boilerplate provisions, fraud in business sale, integration clause, no oral modifications of contract, private equity Tagged with: asset purchase agreement, buyer's oral promises, Case Study, duty of disclosure, fraudulent misrepresentations, integration clause, legal implications, M&A legal claims, M&A litigation, Negligent Misrepresentation
Israeli Pharma Buyer’s Fraud Claim Against Mexican Pharma Seller Dismissed
Explore the case of an Israeli pharma company’s fraud claim against a Mexican pharmaceutical seller and its dismissal. Learn about the importance of due diligence in M&A deals. M&A Stories December 19, 2018 In 2015, an Israeli pharma company (Buyer)…
Posted in compliance with all applicable laws, extra-contractual fraud, fraud in business sale, indemnification cap, representations and warranties Tagged with: Buyer's lawsuit, Due diligence in M&A, fraud claim dismissal, Israeli pharma buyer, Legal violations, M&A legal case, Mexican FDA compliance, Mexican pharmaceutical seller, Representation and Warranty, Thorough due diligence
Buyer’s Financial Misrepresentations in M&A Deal: A Cautionary Tale
Explore a cautionary tale in M&A where a seller alleged fraud due to buyer’s financial misrepresentations. Understand the legal nuances and lessons learned. M&A Stories December 17, 2018 In this M&A legal blog post, we discuss a case where a…
Posted in due diligence, fraud in business sale, material, receipt of buyer equity or security, receipt of buyer equity or security, reliance Tagged with: asset purchase agreement, Buyer's financial misrepresentations, Fraud in M&A, Indemnification obligations, Inflated forecasts, Justifiable reliance, Legal staffing services, Lessons in M&A, M&A legal blog, Material misrepresentation, Seller's equity
Buyer’s Misrepresentation Claim Fails Due to Economic Loss Doctrine
Explore a recent case involving a buyer’s misrepresentation claim in an M&A deal. Learn how the economic loss doctrine played a crucial role in the outcome and its implications for similar cases. M&A Stories December 7, 2018 In a recent…
Posted in economic loss doctrine, fraud in business sale, negligent misrepresentation, tort misrepresentation in M&A Tagged with: Breach of fiduciary duty, business litigation, Buyer's rights in M&A, economic loss doctrine, Fraud Carveout, Fraudulent inducement, Legal dispute, M&A misrepresentation claim, stock purchase agreement, Tort claims in M&A, Wisconsin contract manufacturing
M&A Deal Lessons: Honesty and Due Diligence Are Key
Learn from a real M&A case involving digital marketing and concessions. Discover the importance of honesty and due diligence in M&A deals. Get insights from the Cinema Scene Marketing & Promotions, Inc. v. Calident Capital, LLC case. M&A Stories November…
Posted in anti-reliance clause, due diligence, extra-contractual fraud, negligent misrepresentation, reliance Tagged with: Antitrust concerns, Cinema Scene Marketing & Promotions case, Competition in M&A, Digital marketing company acquisition, Due diligence importance, Honesty in M&A, Legal dispute resolution, M&A case study, M&A deal lessons, Private equity firm negotiations
Recent Comments