The Delaware Superior Court held that the buyer in purchase agreement’s post-closing operation covenants had breached a covenant to grow target’s fleet of tractor trucks by 60 tractors per year for three years. M&A Stories May 13, 2022 Introduction: Earnout…
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STRATEGIC BUYER REQUIRED TO PAY $40 MILLION EARNOUT FOR TRUCKING COMPANY DESPITE MISSED EBITDA TARGETS
Posted in problems with earnouts Tagged with: Delaware Superior Court Ruling, Earnout Structure in Acquisitions, EBITDA Earnout Targets, Integration of Acquired Business, M&A Earnout Disputes, Post-Closing Operation Covenants, Purchase Agreement Ambiguity, Schneider National Carriers v. Kuntz Case, Strategic Buyer Obligations, Trucking Company Acquisition
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- shareholder personal guaranty of target lease
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- trademark infringement
- trademarks
- transferee liability for taxes IRC Section 6901
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- UCC search
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- vacation time
- valuation
- waiver of contractual provision
- waiver of jury trial
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- waiver provision
- willful breach carveout
- willing buyer or procuring cause
- Withholding Post-closing payments
- working capital adjustment
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