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…
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Surgeon Group’s Lawsuit for Pre-Closing Surgery Reimbursement in M&A Case
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
SELLER OF RESTAURANT CHAIN ASSETS NOT LIABLE FOR PRE-CLOSING LEASE
The lease said the seller was not responsible for the lease if assigned to an assignee (the buyer in this case) who had a net worth of $20 million or more at the time of assignment. M&A Stories May 31,…
Posted in problems with leases Tagged with: Court ruling on lease obligations, GAAP compliance in lease agreements, Landlord-tenant disputes in M&A deals, Lease assignment dispute, Legal costs and fees in lease disputes, M&A legal case, Net worth requirements in lease assignments, Restaurant chain asset acquisition, Seller liability in M&A transactions, Seller's responsibility for pre-closing leases
BUSINESS BUYER FACES DEFAMATION LAWSUIT FROM SELLER’S OWNER
The buyer of a company is sued for defamation by the seller’s owner for telling former seller employees that the seller’s owner had mishandled their health insurance premium contributions. M&A Stories May 22, 2023 Introduction: In a unique legal case,…
FORMER SELLER EMPLOYEE’S LAWSUIT AGAINST BUYER NOT SUBJECT TO SELLER’S EMPLOYMENT AGREEMENT ARBITRATION PROVISION
Seller outside sales reps agreed to arbitration. Buyer purchased seller’s assets. Buyer hired sales reps who later sued buyer for overtime. Buyer can’t use seller arbitration provision to force sales reps into arbitration. M&A Stories February 15, 2023 Introduction In…
PHYSICIAN GROUP ASSET BUYER NOT BOUND BY SELLER’S LOWER HEALTH CARE INSURER REIMBURSEMENT RATE
Large physician group buys assets of three physician medical clinics. Health care insurer could not require the buyer to accept the seller’s lower reimbursement rate. M&A Stories January 25, 2023 Introduction In this blog post, we discuss a case where…
Posted in problem with seller contract Tagged with: Asset buyer obligations, De facto merger in healthcare transactions, Everett Clinic v. Premera case, Health care contract disputes, Health care insurer reimbursement, M&A legal case, Mere continuation theory in M&A, Non-assumption of contracts in M&A, Physician group acquisition, Successor liability in healthcare M&A
Hospital Buyer and Seller Dispute $2.4 Million Medicare-Medicaid Payment in M&A Deal
Explore a complex hospital acquisition case where a $2.4 million Medicare-Medicaid payment dispute arises between the buyer and seller. Gain insights into how the court interpreted the Asset Purchase Agreement (APA) and its impact on the resolution of this M&A…
Posted in post-closing adjustments for pre-closing sales and services, receivables Tagged with: Asset Purchase Agreement interpretation, Court ruling, Delaware bankruptcy court, healthcare industry, Hospital acquisition, hospital buyer and seller dispute, M&A dispute, M&A legal case, Medicare-Medicaid payment, payment reconciliation
Target Shareholders Cannot Compel Disclosure of Merger File by Target’s Law Firm
Explore a recent legal case that delves into the rights of shareholders in M&A deals to compel disclosure of merger-related information from the target company’s law firm. Discover how the court’s ruling highlights the law firm’s allegiance to the target…
CEO’s Potential Liability for Withholding Buyer’s Financials in Merger Proxy
Explore a case study involving a CEO’s potential liability for withholding critical financial information in a merger proxy. Learn about the legal implications and the court’s ruling in this M&A legal blog. M&A Stories December 24, 2020 Introduction: In mergers,…
Posted in officer duty of care, shareholder approval of deal Tagged with: audited financials, breach of duty, CEO liability, Corporate governance, Delaware law, duty of care, financial disclosure, In Re Baker Hughes Incorporated Merger Litigation, M&A legal case, merger proxy, shareholder approval, unaudited financials
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