Blog Archives

Creative Stock Acquisition: Unpacking the $10 Million Tax Costs and Interest

Explore a recent M&A case involving a creative stock acquisition strategy with unexpected tax consequences. Learn how an IRS ruling imposed $10 million in penalties and interest on investors. Get insights into the legal complexities of midco transactions and their

Posted in asset vs stock deal, midco transaction, tax penalties and additions, transferee liability for taxes IRC Section 6901, Uniform Fraudulent Transfer Act or Uniform Voidable Transfer Act Tagged with: , , , , , , , , , , , , , ,

Buyer’s Fraud Claim Fails in M&A Deal Due to Lack of Allegations

Explore the complexities of M&A fraud cases through the lens of a recent legal dispute involving the acquisition of a gold mining company. Understand the background, details of the deal, the specific fraud allegation, legal outcomes, and insightful analysis. Dive

Posted in fraud in business sale, fraudulent intent, fraudulent omission Tagged with: , , , , , , , , , , , , , , , , ,

Navigating Confidentiality and Exclusivity: A Cautionary M&A Tale from the Scrap Metal Industry

Explore the legal intricacies of an M&A dispute between a Cleveland-based Buyer and a Covington, La.-based Seller in the scrap metal recycling industry. Learn valuable lessons on confidentiality, exclusivity, and the repercussions of breaching agreements in M&A negotiations. M&A Stories

Posted in exclusivity provision, letter of intent, nondisclosure agreement Tagged with: , , , , , , , , , , , , , , , ,

Federal Court Rules on Whether M&A Asset Buyer Is Subject to Seller Injunction

Explore the legal intricacies of M&A asset acquisitions with our latest blog post on the federal court ruling in ADT LLC v. NorthStar Alarm Services, LLC. Uncover buyer responsibilities, liability nuances, and the impact of seller federal injunctions in this

Posted in post asset purchase issues, seller's federal injunctions Tagged with: , , , , , , , , , , , , , , , , , , , , , , , ,

Court Upholds Product Liability Carrier’s Right to Sue Seller for Indemnification in Asset Purchase Agreement Dispute

Explore the legal intricacies of M&A in our latest blog post as we dissect a riveting case, “Liberty Mutual Fire Insurance Company v. BRG Sports, Inc.” Uncover the aftermath of an undisclosed design flaw in an asset purchase agreement that

Posted in asset seller's liabilities, compliance with all applicable laws, excluded liabilities, representations and warranties Tagged with: , , , , , , , , , , , , , , , , , , , , , , , , , , , , ,

Avoiding Escrow Woes: A Cautionary Tale for M&A Participants

Dive into the intricacies of mergers and acquisitions with our latest blog post, ‘Avoiding Escrow Woes: A Cautionary Tale for M&A Participants.’ Explore the real-world case of The HC Companies, Inc. v. Myers Industries, Inc., and unravel the complexities surrounding

Posted in indemnification, timely objection to indemnification claim Tagged with: , , , , , , , , , , , , , , , , , , , , , , , , , ,

Understanding Successor Liability in Asset Acquisition: Insights from Phillips v. Cooper Laboratories

Delve into the legal complexities of M&A with insights from Phillips v. Cooper Laboratories. Explore successor liability in asset acquisitions, learn from real-world cases, and master risk management strategies for businesses. Essential reading for entrepreneurs, legal professionals, and stakeholders navigating

Posted in successor liability Tagged with: , , , , , , , , , , , , , , ,

Recent Comments

Categories