Blog Archives

Unveiling Hidden Liabilities: A Cautionary Tale in M&A

Dive into the intricate world of mergers and acquisitions with our cautionary tale, ‘Unveiling Hidden Liabilities.’ Explore the complexities of a high-stakes acquisition, where a misstep led to a $42.7 million fallout. Discover the consequences of an inadvertent email mishap,

Posted in no pending government investigations or inquiries, representations and warranties Tagged with: , , , , , , , , , , , , , , , , , , , , ,

Navigating M&A Pitfalls: Lessons from Schwartz v. Accuratus Corporation

Explore the intricate world of M&A legalities with our latest blog post, ‘Navigating M&A Pitfalls: Lessons from Schwartz v. Accuratus Corporation.’ Delve into the complexities surrounding assumed liabilities, and learn valuable lessons on meticulous documentation. Uncover the saga that unfolded

Posted in missing attachment to acquisition document Tagged with: , , , , , , , , , , , , , , , , , , , , , , ,

Asset Buyer’s Liability under FMLA for Delay in Hiring Seller’s Employee Returning from Leave

Explore the legal intricacies of M&A transactions in our latest blog post. Delve into the liabilities asset buyers encounter under the Family and Medical Leave Act (FMLA) when integrating employees returning from leave. Gain insights from a recent case study

Posted in Family and Medical Leave Act, post asset purchase issues Tagged with: , , , , , , , , , , , , , , , , , , , , ,

Buyer’s Post-Closing Actions Ratify Seller’s Supply Contract: Lessons Learned

Dive into the intricacies of M&A legalities with our latest blog post. Learn valuable lessons from a recent legal case regarding buyer’s post-closing actions and the implications for seller’s supply contracts. Gain insights into navigating relationships with a seller’s vendors,

Posted in post asset purchase issues, ratifying unassumed contract by post-closing action Tagged with: , , , , , , , , , , , , , , , , , , , , , , ,

Court Awards Buyer Damages for Seller’s Breach of Noncompetition Covenant in 3D Printing Industry

Explore the legal intricacies of M&A transactions with our latest blog post. Delve into the case of Barranco v. 3D Systems Corporation, where a breach of noncompetition agreement in the 3D printing industry led to significant court-awarded damages. Gain insights

Posted in covenant not to compete Tagged with: , , , , , , , , , , , , , , , , , , , , ,

Asset Buyer’s Liability in Post-Closing Product Claims: What You Need to Know

Navigate the intricate world of mergers and acquisitions with insights into post-closing liabilities and product claims. Learn from a recent case in New Mexico’s federal district court, delving into the complexities of asset buyer’s liability and strategic maneuvers in M&A

Posted in successor liability Tagged with: , , , , , , , , , , , , , , , , , , , , ,

M&A Buyer Unable to Challenge Net Working Capital Purchase Price Adjustment

Explore the intricate world of M&A purchase price adjustments through a compelling legal saga. Uncover the complexities and pitfalls of net working capital valuation in mergers and acquisitions. Delve into a recent case revealing the challenges faced by buyers in

Posted in mutual mistake, net working capital adjustment, reformation of contract Tagged with: , , , , , , , , , , , , , , , , , , , , , , ,

Asset Buyer Not Liable for Race Discrimination Claim in Employee Hiring Dispute

Explore the legal intricacies of mergers and acquisitions in our latest blog post. Delve into the case of Mance v. Owings Mills Autos, LLC, as we dissect the liabilities of asset buyers regarding employee claims post-acquisition. Gain insights into asset

Posted in hiring seller's employees, third party beneficiary clause Tagged with: , , , , , , , , , , , , , , , , , , ,

Court Ruling: Fraudulent Actions Allow Seller to Reclaim Business Assets

Explore the riveting legal saga of an M&A deal gone awry, resembling a Shakespearean drama, where a son’s deceit leads to a court ruling allowing the sellers to reclaim business assets. Delve into the intricacies of fiduciary duty, transparency, and

Posted in fraud in business sale, rescission Tagged with: , , , , , , , , , , , , , , , , , , , , , , , , , , , ,

The Vital Role of Boilerplate Provisions in Business Purchase Agreements: Understanding the Forum Selection Clause

Dive into the world of mergers and acquisitions with our latest blog post exploring the critical role of boilerplate provisions, focusing on the forum selection clause. Learn from a real-life case involving Smith & Wesson and Gemini Technologies, where disputes

Posted in boilerplate provisions, forum selection clause Tagged with: , , , , , , , , , , , , , , , , ,

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