Delve into the intricate world of M&A earnouts with insights from the landmark Dolce v. WTS International, LLC case. Explore the complexities and risks involved in earnout disputes, including the crucial role of EBITDA calculations. Gain valuable lessons on navigating…
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Navigating Earnout Disputes in M&A: Insights from Dolce v. WTS International, LLC
Posted in problems with earnouts Tagged with: Business owners, Business Transactions, Case Study, contract law, Corporate transactions, Delaware Court of Chancery, Dolce v. WTS International LLC, Earnout disputes, EBITDA calculation, Entrepreneurial insights, expert determination, financial scrutiny, industry analysis, legal complexities, Legal Disputes, Legal Precedents, legal proceedings, Litigation, M&A, Mergers and Acquisitions
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: Alta V Limited Partnership, Asset acquisition, Business Sale, case analysis, creative tax planning, interest, investor liability, IRS Ruling, legal complexities, M&A legal blog, midco transaction, penalties, stock acquisition, tax consequences, Tax Court
Acquiring a Troubled Business in Bankruptcy: Shedding Union Liabilities
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…
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
Legal Battle Unfolds as Seller Struggles to Secure Earnout in Oregon Dental Practice Sale
Dive into the legal intricacies of M&A with our latest blog post, ‘Legal Battle Unfolds as Seller Struggles to Secure Earnout in Oregon Dental Practice Sale.’ Explore the complexities of a real case, Colby v. Interdent Service Corporation, revealing the…
Posted in dental practice sale, earn outs Tagged with: asset purchase agreement, business decisions, buyer actions, Buyer bad faith, Colby v. Interdent Service Corporation, Court proceedings, Court ruling, Dental Practice Sale, dental services financing, Earnout Payments, Earnout provision, earnout recovery, Earnout Risks, financial performance, healthcare insurance plan, industry-specific legal battles, intentional acts, legal complexities, Legal dispute, M&A legal, Post-closing disputes, Purchase Price, seller agreement, seller challenges, Seller Lawsuit, seller struggles
Navigating M&A Pitfalls: The Costly Lesson of Overlooking Tax Benefit Sharing and Liquidated Damages
Uncover the intricacies of M&A transactions in our latest blog post, “Navigating M&A Pitfalls: The Costly Lesson of Overlooking Tax Benefit Sharing and Liquidated Damages” by John McCauley. Delve into the cautionary tale of a buyer entangled in legal complexities…
Posted in liquidated damages provision, tax benefit sharing Tagged with: breach damages, breach severity, Business acquisition, contractual provisions, expert testimonies, jury ruling, legal complexities, Legal Disputes, legal pitfalls, liquidated damages, M&A, M&A Lessons, Mergers and Acquisitions, NewCSI Inc. v. Staffing 360 Solutions Inc., penalty clauses, Purchase agreement, stock purchase agreement, tax benefit sharing
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