The seller did not disclose the terms of the finder’s agreement and led the buyer to believe that the finder’s role was limited, and that the finder could be compensated with hockey tickets, while arbitration awarded a $2 million finder’s…
Blog Archives
Franchise Buyer’s Fraud Claim Impacts Seller’s Collection Efforts
Explore a complex M&A case where a buyer’s fraud claim challenges a promissory note, leading to a legal battle and an important court decision. Gain insights into the interconnection of purchase agreements, note obligations, and fraud allegations. July 8, 2019…
Posted in asset purchase agreement, fraud in business sale, promissory note, rescission Tagged with: asset purchase agreement, Buyer's Rights, Court decisions, due diligence, Franchise buyer, Fraud allegations, legal battle, LLC, LLC v. JB2 Fitness, M&A Case, New York law, promissory note, Rescind transaction, Seller's collection efforts, Summary judgment, Viveros Fitness, Warranty claims
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
Buyer’s Asset Acquisition: No Responsibility for Seller’s Alleged Forced Labor Liability
Explore a complex M&A case involving the liability of a buyer for a seller’s alleged forced labor issues. Discover how the court ruled in favor of the buyer, highlighting the importance of thorough due diligence in mergers and acquisitions. M&A…
Posted in asset purchase agreement, Buyer beware, federal employer liability, notice, seller rep of no federal employer liability, successor liability Tagged with: asset purchase agreement, Buyer's asset acquisition, Buyer's responsibility, Carter v Paschall Truck Lines Inc, Class action lawsuit, Court ruling in M&A, Due Diligence in Acquisitions, Federal forced labor statute, Forced labor liability, Lease agreements in M&A, Legal implications in M&A, M&A Case, M&A legal blog, Merger and acquisition law, Seller's asset sale, Seller's unlawful conduct, successor liability, Trucker's claims
Investment Banker’s Fee Approved in Chapter 11 Asset Sale Despite Challenges
Explore a recent case where an investment banker successfully secured their fee in a Chapter 11 asset sale, despite opposition from the trustee and creditors. Learn about the background, prepetition efforts, Chapter 11 petition, auction outcome, and the court’s decision…
Posted in approval of investment banking fee, bankruptcy sale, distressed business acquisitions, investment banker/business broker Tagged with: Auction outcome, Bankruptcy court, Bankruptcy Estate, Bankruptcy proceedings, Celebrity chef-owned restaurant, Chapter 11 asset sale, Court's Decision, Creditor opposition, Fee approval, Financial analysis, Imputed hourly rate, In re Garces Restaurant Group Inc, Investment banker fee, Legal Blog, M&A Case, Post-petition negotiations, Prepetition efforts, Similar cases, Stalking Horse Bidder, Trustee opposition
Buyer Unable to Enforce Noncompetition Covenant in Recent M&A Case
Explore a notable M&A case where an accounting firm faced challenges enforcing a noncompetition covenant after terminating key employees. Gain insights into the legal nuances of termination for cause and the impact on noncompetition agreements. M&A Stories November 12, 2018…
Posted in covenant not to compete, employment agreement, for cause termination Tagged with: accounting firm, asset purchase agreement, business litigation, Client Impact Assessment, Employment agreements, Employment Dispute, Indiana Court of Appeals, Legal Challenge. Buyer's Termination, M&A Case, M&A legal issues, noncompetition covenant, Restrictive Covenant, Termination for cause, Weidner and Company v. Jurgonski & Fredlake CPAS
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
Key Takeaways from Recent M&A Case: Buyer’s Indemnification Rights Clarified
Explore the legal intricacies of a recent M&A case where a restraint system manufacturer acquired a seat belt producer, leading to a dispute over indemnification for pre-closing product liability claims. Understand the court’s ruling and the implications for buyers and…