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
M&A Insights: The Challenge of Collecting $10 Million From a Guarantor
Explore the complexities of collecting a $10 million promissory note from a guarantor in the aftermath of legal troubles. Gain insights from the Eli Global, LLC v. Cieutat case, highlighting the risks and impact on M&A deals. M&A Stories December…
Posted in Problems with Deferred Purchase Price Tagged with: Alabama Supreme Court, Business Sale, Business Transfer, Eli Global LLC v. Cieutat, Financial Downturn, Founder, Guarantor, legal proceedings, Litigation, M&A, merger and acquisition, Private equity firm, promissory note, Purchase Price, risk management
M&A Negotiations: David vs. Goliath in Earnout Deals
Explore the legal battle in the Value Health Sols., Inc. v. Pharm. Rsch. Assocs., Inc. case and the implications of earnout agreements in M&A deals. M&A Stories October 16, 2019 Introduction: In the world of mergers and acquisitions, the acquisition…
Avoiding M&A Pitfalls: Buyer Beware in Bankruptcy
Explore the legal intricacies of M&A transactions and learn from a real case – In Re Sanders. Discover how due diligence and reliance on seller representations can impact the dischargeability of seller debts in bankruptcy. M&A Stories October 5, 2023…
Posted in nondischargeable debt in bankruptcy Tagged with: Auto Recovery Business, bankruptcy, Bond Agreements, Business acquisition, Buyer Beware, Buyer's Rights, case reference, Court ruling, Customer Contracts, Dischargeability of Debts, due diligence, Fraudulent Representations, In Re Sanders, legal proceedings, Lot Leases, M&A pitfalls, Repossession Business, Seller Debts, seller fraud, Wharton School of Business
Mitigating Successor Liability Risks in Asset Acquisitions Involving Equity
Explore the key considerations and risks associated with acquiring assets in M&A deals involving buyer equity. Learn how successor liability risks can be effectively mitigated, with insights from the Credit Card Services, Inc v. Joe Teh Chuang case. M&A Stories…
Posted in problems with successor liability Tagged with: Acquisition strategies, asset acquisitions, Business acquisition, Buyer equity, Buyer's exposure, case reference, Confidential information, Credit Card Services Inc v Joe Teh Chuang, legal proceedings, Liability in M&A, M&A deals, M&A legal blog, Mitigating risks, successor liability, trade secrets
Lessons in Due Diligence for Directors and Officers: Avoiding Pitfalls in M&A
Explore a case study involving a furniture company’s M&A journey and learn valuable lessons in due diligence for directors and officers. Discover the importance of thorough research and risk mitigation in the world of mergers and acquisitions. M&A Stories September…
Posted in director and officer duty of care Tagged with: Bankruptcy aftermath, Corporate liability, Delaware corporations, Delaware limited liability companies, Directors and officers, duty of care, Duty of care breach, Exculpatory clauses, Furniture company acquisition, Gross negligence, legal proceedings, LLC managers, M&A case study, M&A Due Diligence, M&A pitfalls, Risk mitigation
Asset Buyer Dilemma: Are You Missing Valuable Assets in M&A?
Explore the complexities of asset acquisitions in the world of mergers and acquisitions (M&A). Learn from a real-life case in the Kansas City area and understand how the legal nuances of third party beneficiaries can impact your M&A deals. September…
Casino and Hotel Sale During Pandemic: Legal Clarification
Explore the legal intricacies of a deferred closing in the world of business acquisitions, as we analyze a case involving a Las Vegas casino and hotel sale during the COVID-19 pandemic. Discover how legal proceedings unfolded and the outcome in…
Posted in deferred closing Tagged with: Business acquisitions, Casino and hotel sale, COVID-19 pandemic, deferred closing, Earnest money compensation, Earnest money deposit, Gaming license, legal proceedings, Lucky Lucy D LLC v. LGS Casino LLC, M&A legal blog, Material breach, Nevada Gaming Commission, Nevada Supreme Court, Ordinary Course of Business Covenant, Purchase agreement, State trial court
How Carnival Cruise Protected Its Digital Treasure: The DXP Software Saga
Dive into the legal battle between Carnival Cruise and a bankrupt software developer over the OceanMedallion™ guest engagement system. Discover how Carnival fought to protect its proprietary innovation and the outcome of this high-stakes showdown. M&A Stories September 8, 2023…
Posted in Problems with intellectual property, Uncategorized Tagged with: Carnival Cruise, Cruise industry, Delaware bankruptcy, DXP software, Innovation protection, Intellectual property infringement, legal proceedings, M&A legal blog, OceanMedallion™, Proprietary information, Software architecture, Stalking Horse Bidder
Surgeon Group’s Lawsuit for Pre-Closing Surgery Reimbursement in M&A Case
Explore a recent M&A case where a surgeon group filed a lawsuit over reimbursement for surgeries performed before a business acquisition. Learn about the legal proceedings, magistrate’s recommendation, and the importance of clear liability allocations. Case reference: AA Medical, PC…
Posted in problem with seller contract Tagged with: AA Medical, asset purchase agreement, federal district court, health insurance acquisition, legal proceedings, liability allocation, M&A legal case, magistrate's recommendation, PC v. Centene Corporation, pre-closing surgery reimbursement, provider contracts, surgeon group lawsuit
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