Explore Pennsylvania’s broad approach to successor liability in asset sales, with a focus on the de facto merger doctrine. This case study on a Pennsylvania waste management acquisition sheds light on how the state’s courts interpret continuity of ownership, even…
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When Private Equity’s Global Strategy Undermines Earnouts
This blog delves into the legal complexities of earnouts in private equity acquisitions, using a recent Delaware Superior Court case as a key example. It explores the risks sellers face when private equity firms orchestrate strategic decisions that negatively affect…
Posted in private equity, problems with earnouts Tagged with: Acquisition Agreements, affiliate immunity, breach of earnout, Business acquisition, buyer group, corporate group law, Delaware law, Delaware Superior Court, Earnout disputes, Earnout Provisions, earnouts, EBITDA performance, M&A acquisitions, M&A Legal Risks, PE firm accountability, PE firm liability, portfolio company, Private Equity, private equity sponsor, Punitive damages, seller protections, strategic decisions, tort claims, tortious interference
Mitigating M&A Buyer Risks: Safeguarding Against Former Seller Employees Competing with Stolen Trade Secrets
Dive into the legal intricacies of M&A transactions with our latest blog post, exploring how to mitigate risks associated with former seller employees competing with stolen trade secrets. Learn from real-life legal disputes and discover proactive measures for safeguarding your…
BUYER AWARDED DAMAGES DUE TO PRODUCT DESIGN ISSUE: A LESSON IN M&A RISK MANAGEMENT
Buyer allocates time and expense to fix a product design problem identified by a customer M&A Stories September 3, 2021 Introduction: In M&A deals, representations and warranties in purchase agreements play a crucial role in determining the allocation of risk…
Buyer Might Pay Double for Seller’s Assets Due to Financing Statement
Learn about the legal risks associated with acquiring assets that are used as collateral for a seller’s loan in M&A deals. This blog post discusses a real case and offers insights on conducting UCC searches to avoid costly mistakes. October…
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