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Patton Sullivan Brodehl LLP

Sometimes Real Property Rights Can be Adjudicated in a Criminal Case Where the Property Owner is Not Even a Party

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Owners of real property generally understand that their property rights can be impacted by litigation in which they are a party. However, what’s less clear, but perhaps equally important to understand and guard against, is...more

Jones Day

The Eleventh Circuit Revisits the Doctrine of Statutory Mootness in Bankruptcy Sales

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The finality of sales of assets in bankruptcy is an indispensable feature of U.S. bankruptcy law, designed to maximize the value of a bankruptcy estate as expeditiously as possible for the benefit of all stakeholders....more

Seyfarth Shaw LLP

Distressed Company M&A in the Time of COVID-19: Benefits and Risks of Section 363 Sales

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The COVID-19 pandemic and the drastic measures taken in an effort to mitigate its adverse impact have sent shock waves throughout the US and global financial systems. ...more

Mitchell, Williams, Selig, Gates & Woodyard,...

Good Deal or Bad? Complex Commercial Litigation Even When You've Done Everything Right

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A business swoops in and buys substantially all of the assets of a competitor in distress, but first does its due diligence and discovers the skeletons in the closet. The purchaser expressly does not assume the competitor’s...more

Jones Day

Seventh Circuit: Section 363(m) Does Not Moot but Instead Provides a Defense to an Appeal of an Unstayed Bankruptcy Asset Sale...

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In Trinity 83 Dev., LLC v. ColFin Midwest Funding, LLC, 917 F.3d 599 (7th Cir. 2019), the U.S. Court of Appeals for the Seventh Circuit held that section 363(m) of the Bankruptcy Code does not moot an appeal involving a...more

Dechert LLP

Global Private Equity Newsletter - Winter 2019 Edition: Recent Developments in Acquisition Finance: Ninth Circuit Rejects Broad...

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Those seeking to purchase assets or a business out of a Chapter 11 case employing a “loan to own” strategy may well have received a boost from a recent decision of the U.S. Court of Appeals for the Ninth Circuit....more

Kramer Levin Naftalis & Frankel LLP

Fifth Circuit Holds Executory Contract Not Listed on Bankruptcy Schedules Is Automatically Rejected Upon Expiration of 60-Day...

Kramer Levin Naftalis & Frankel LLP on

The Bottom Line - The Fifth Circuit recently held in RPD Holdings, L.L.C. v. Tech Pharmacy Services (In re Provider Meds, L.L.C.), No. 17-1113 (5th Cir. Oct. 29, 2018), that a patent license that was not specifically...more

Parker Poe Adams & Bernstein LLP

S.C. Supreme Court Says 150-Mile Radius Reasonable for Sale of Business Noncompete

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South Carolina courts evaluate the enforceability of noncompete provisions executed in the employment context and in connection with the sale of businesses under the same reasonableness test. To be enforceable in South...more

Ogletree, Deakins, Nash, Smoak & Stewart,...

Ninth Circuit’s Expansion of Successor Liability May Make Asset Purchases More Costly

Ogletree, Deakins, Nash, Smoak & Stewart,... on

On June 1, 2018, the U.S. Court of Appeals for the Ninth Circuit ruled that an asset purchaser that was deemed a successor was liable to pay the seller’s withdrawal liability even though the purchaser did not have actual...more

Jones Day

Sixth Circuit Rejects Per Se Rule Automatically Mooting Sale Appeals in the Absence of a Stay

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Debtors beware: The Sixth Circuit Court of Appeals has recently expanded the ability of parties to appeal a bankruptcy court's approval of a sale of assets notwithstanding the statutory mootness rule set forth in section...more

Seyfarth Shaw LLP

Texas Appellate Court Holds Condition Subsequent in Noncompete Agreement Excused Former Employee’s Competitive Activities

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A Texas Court of Appeals affirmed a summary judgment last month in favor of an ex-employee declaring that a noncompete clause in an asset purchase agreement and separate noncompete agreement did not bar him from competing...more

Hinshaw & Culbertson LLP

New York and North Carolina Take a Narrow Approach to Common Interest Doctrine

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Brief Summary - The "common interest doctrine" generally protects attorney-client communications, even if such communications are disclosed to a third party, as long as the third party shares a common legal interest with...more

Seyfarth Shaw LLP

Bring Out the Body Bags: Seller’s Covenant, In Asset Sales Agreement, Not To Compete Within 150 Miles For 10 Years Unenforceable

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Palmetto bought the assets of Knight Systems’ mortuary transport business. The agreement of purchase and sale included (a) Palmetto’s commitment to buy body bags, at specified discounted prices, exclusively from Knight...more

Seyfarth Shaw LLP

North Carolina Courts Are Forbidden To “Blue Pencil” An Unenforceable Non-Compete

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Reversing a 2-1 decision of the North Carolina Court of Appeals, the state’s Supreme Court held unanimously that an assets purchase-and-sale contract containing an unreasonable territorial non-competition restriction is...more

Dechert LLP

Global Private Equity Newsletter - Fall 2015 Edition: Buyer Beware – Court Lowers Hurdle to Make Claim for Withdrawal Liability...

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In Tsareff v. ManWeb Services, Inc., the U.S. Court of Appeals for the Seventh Circuit held that an asset purchaser’s pre-closing knowledge of a seller’s potential multiemployer plan withdrawal liability could be sufficient...more

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