Learn about the legal complexities of purchasing a distressed business in bankruptcy, specifically focusing on shedding union liabilities. Explore the case of Mission Coal Company and understand the key takeaways from this challenging M&A scenario. M&A Stories March 12, 2019…
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Acquiring a Troubled Business in Bankruptcy: Shedding Union Liabilities
Posted in purchase agreement Tagged with: acquiring a business, bankruptcy, bankruptcy sale, case reference, Chapter 11, court approval, distressed business, healthcare commitments, job preservation, legal complexities, M&A, Mission Coal Company, pension obligations, sale of distressed business, union liabilities
Employment Contract Leads to Arbitration Dispute in M&A Deal
Explore a case study of M&A gone awry due to employment contracts with arbitration clauses. Learn key takeaways for smoother transactions. M&A Stories March 8, 2019 Introduction: In the world of M&A, buyers often want the previous owners to stick…
Wealth Manager Avoids Solicitation Claims in M&A Case
Explore the risks and legalities in Mergers and Acquisitions when personal service businesses are involved. Learn from a recent case where a wealth management company faced challenges due to client relationships. M&A Stories March 7, 2019 Introduction: In the world…
Posted in purchase agreement Tagged with: Business acquisition risks, Client relationships in M&A, Due diligence in M&A, Key individual in business, Legal safeguards in acquisitions, M&A legal case, Non-solicitation promise, sale of personal service company, Seller's non-compete agreement, Sentinel Rock Wealth Management case, Wealth management acquisition
Selling Your Company: Balancing Transparency and Legal Responsibilities
Learn about the legal responsibilities of a controlling shareholder to the other owners when contemplating a sale and the importance of transparency in M&A deals. Explore a real case scenario highlighting these crucial aspects. M&A Stories March 2, 2019 Introduction:…
Posted in purchase agreement Tagged with: board duty of care and loyalty, board member duties, books and records inspection, CEO responsibilities, controlling shareholder duty of care and loyalty, Corporate governance, inspection of officer and board personal emails, legal implications, M&A case study, M&A legal responsibilities, officer duty of care and loyalty, selling a company, shareholder lawsuit, shareholder rights, transparency in M&A
Disputes Over Earnout Calculations: A Cautionary Tale
Explore the intricacies of earnout disputes in M&A deals with a focus on the Warren Hill, LLC v. SFR Equities, LLC case. Learn key takeaways and how to prevent similar conflicts. M&A Stories February 27, 2019 Introduction: In the world…
M&A Fraud Liability and Bankruptcy Simplified
Explore the legal implications of fraud in M&A deals and how it can impact bankruptcy proceedings. Learn from the case of In Re Morabito and discover why fraud liability may not be discharged in bankruptcy. M&A Stories February 23, 2019…
M&A Seller’s Frustration with Post-Closing Royalties
Explore the risks and challenges associated with post-closing royalties in M&A deals. Learn from the case of Kelly v. Waters Corporation and the potential pitfalls of relying on earnouts and royalties. Understand the importance of clear agreements in the world…
Posted in earn outs, purchase agreement Tagged with: Buyer-seller relationships, Earnouts in M&A, Ethical practices, Financial records manipulation, Kelly v Waters Corporation, Legal Disputes, legal implications, M&A agreements, M&A case study, M&A lawsuits, M&A risk assessment, M&A seller, Mergers and Acquisitions, Post-closing royalties, Royalty payments, software
Buyer’s Purchase Price Adjustment Survives Seller Challenge in Court
Explore a recent M&A case in Indiana where a post-closing audit played a pivotal role in price adjustment. Learn how post-closing audits and purchase price adjustments can be essential in M&A deals with uncertain asset quantities. M&A Stories February 22,…
Posted in purchase agreement Tagged with: Asset cylinders, Asset representations, Indiana federal district court, Inventory accuracy, Inventory shortfall, legal battle, Legal challenge, M&A Case, M&A deals, Mitigating risks, Post-closing audit, Price adjustment, Purchase Price, purchase price adjustment, purchase price holdback, Uncertain assets
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