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,…
Blog Archives
Legal Battle Unveils Buyer’s Right to Sue Seller Over Undisclosed Union Contract
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
Clarifying Securities Fraud Claims in M&A: Lessons from O’Connor v. Cory
Explore the intricacies of federal securities fraud claims in M&A through the lens of O’Connor v. Cory. This blog delves into a notable case, emphasizing the importance of clarity in purchase agreements and offering key takeaways for sellers in similar…
Posted in anti-reliance clause, fraud in business sale, full disclosure rep, reliance Tagged with: Business experience in negotiations, Business valuation in M&A, Dallas federal district court, Disclaimer of reliance, Due diligence in M&A, Equity in purchase price, federal securities fraud, fraud carve out, Full disclosure representation, Legal proceedings in M&A, M&A legal, Material Facts Disclosure, O’Connor v. Cory, Purchase agreement, Purchase documents evaluation, representations and warranties, Securities Fraud Claims, Seller's Lawsuit
Buyer’s Failure to Follow Escrow Agreement Procedures Leads to Release of Funds: A Cautionary Tale
Explore the cautionary tale of an M&A case where the buyer’s failure to adhere to escrow agreement procedures resulted in the release of funds. Learn the importance of strict adherence to specified notice procedures to safeguard interests in M&A transactions.…
Posted in escrow, fraud in business sale, notice provision, reliance Tagged with: Buyer's misstep, Court decision on escrow, Escrow agreement procedures, Legal dispute resolution, M&A Case, M&A transaction lessons, Notice procedures in M&A, PR Acquisitions LLC v. Midland Funding LLC, Purchase agreement indemnification, Release of escrow funds
Delaware Court Rules in Favor of Buyer in Environmental Misrepresentation Case
Explore the Delaware Superior Court’s ruling favoring a global specialty chemical company in an M&A case involving environmental misrepresentation. Dive into the details of the $3.2 billion stock purchase agreement, the seller’s alleged fraud, and the court’s emphasis on accurate…
Posted in extra-contractual fraud, fraud in business sale, fraudulent omission Tagged with: Ashland LLC v. Heyman, Court ruling, Delaware Superior Court, due diligence information, environmental misrepresentation, Fraud claim, global chemical company, legal battle, Linden property, M&A legal blog, M&A Transactions, New Jersey-based chemicals maker, off-site contamination, remedial work, seller's statements, specialty chemical company, stock purchase agreement
Legal Misrepresentation in M&A: Lessons from a Costly Case
Explore a case study involving a Texas-based insurance-claims-adjusting firm’s acquisition gone awry due to legal misrepresentation. Learn about the impact on revenues, the role of due diligence, and the lessons for sellers in M&A transactions. Delve into the details of…
Posted in fraud in business sale Tagged with: acquisition case study, Appellate court ruling, business relationships, Buyer-seller negotiations, customer performance reports, due diligence, financial statements, fraud lawsuit, honesty in business transactions, insurance-claims-adjusting sector, legal misrepresentation, litigation in M&A, M&A legal blog, Purchase Price, QBE insurance company, Seller's obligations
Court Decision: Buyer Unable to Sue Seller for Fraudulent Misrepresentations in Target’s Data Room
Dive into the intricate world of M&A transactions with our latest blog post on an important Delaware court decision. Uncover the legal nuances surrounding buyer-seller relationships, data room disclosures, and the impact of contractual agreements. Gain valuable insights into the…
Posted in anti-reliance clause, fraud in business sale Tagged with: anti-reliance clause, Breach of contract, Business acquisitions, buyer protection, Buyer-seller relationships, Chyronhego Corporation v. Wight, Contractual agreements, data room disclosures, Delaware court decision, due diligence, financial projections, fraudulent misrepresentations, Indemnification caps, Industry Insights, industry-specific coverage, legal analysis, Legal Developments, legal implications, legal recourse, M&A deals, M&A Transactions, seller responsibilities, stock purchase agreement
Unraveling Deceptive Practices in M&A: Lessons from Sharma v. USA International, LLC
Explore the intricate world of M&A with our latest blog post, “Unraveling Deceptive Practices in M&A: Lessons from Sharma v. USA International, LLC.” Delve into the cautionary tale that emerged post-acquisition, revealing the legal battle stemming from misrepresented sales figures…
Posted in due diligence, fraud in business sale Tagged with: acquisition pitfalls, Auntie Anne’s franchise, boardroom insights, Business acquisition, business ethics, business ownership, business pitfalls, CFO guidance, Checkers franchise, Court Case, Court decisions, deceptive practices, due diligence, financial discrepancies, financial scrutiny, Legal action, legal battle, Legal lessons, legal scrutiny, M&A, M&A Transactions, Mergers and Acquisitions, real-world lessons, Sharma v. USA International LLC, USA International LLC
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