Sellers

News & Analysis as of

Analysis of Recent Trends in Warranty Insurance in Private Equity M&A Transactions

Although Warranty Insurance in M&A transactions was a novelty product five to ten years ago, Warranty Insurance has now become an industry standard in Europe, largely thanks to its wide use by private equity firms who have...more

Overview of Recent Trends in Warranty Insurance in M&A Transactions

In the current economic climate, the appetite of purchasing parties to take on risk in an M&A transaction has greatly decreased. At the same time, sellers remain under intense pressure to contain outstanding liabilities, and...more

Seller Liability for Disclosures (or Non-Disclosures), Part 2

In our blog post dated April 29, 2013, Matthew Fischer discussed the case Lerner v. DMB Realty, LLC (Arizona Court of Appeals, November 27, 2012). In that case, the Arizona Court of Appeals addressed, among other things, the...more

D.C. Circuit Dish Network Decision Fails to Clear the Muddied TCPA Waters of a Seller’s Vicarious Liability

On January 22, 2014, the United States Court of Appeals for the District of Columbia Circuit dismissed Dish Network LLC’s petition for review of a 2013 Declaratory Ruling (“Declaratory Ruling”) by the Federal Communications...more

Disclosure Obligations for Sellers of Real Property in Colorado

The Colorado Court of Appeals recently decided Gattis v. McNutt, serving as a reminder of sellers’ disclosure obligations in transactions involving residential real property. Sellers of residential property in Colorado...more

Chancery Court Takes Firm Stance On Seller’s Pre-Closing Privileged Communication

A recent Delaware Chancery Court opinion highlights the risk to sellers and their advisors that pre-closing communications could become evidence in a post-closing lawsuit related to the transaction. The opinion, Great Hill...more

Delaware Court Confirms High Bar To Escape Deal

Two recent Delaware Chancery Court opinions, issued on October 25 and November 9, 2013, illustrate the high bar that buyers and sellers must clear to escape an unfavorable deal or obtain a court order requiring a deal to...more

Top 7 Defenses for Product Liability Lawsuits in North Carolina

North Carolina law provides for a variety of affirmative defenses for manufacturers and sellers in product liability actions. The legislature has codified many of these defenses in the North Carolina Product Liability Act...more

Asset vs. Stock Sales 101: The Very Basics

The purchase and sale of a business can be a daunting task; it often involves many unfamiliar issues, even to an experienced business owner or a potential buyer. One issue that is important to address early on is what, in...more

D.C. Court of Appeals Sets New Precedent in Affirming FERC Enforcement Penalties Against a Seller Making False or Misleading...

The District of Columbia Circuit Court of Appeals, in Kourouma v. FERC, (Docket No. 11-1283, July 23, 2013), has set new precedent affirming FERC’s authority to enforce penalties for a seller’s violation of its Market...more

Freddie Mac Makes Loan Quality Advisor Available To Sellers

On June 24, Freddie Mac issued Bulletin 2013-11, which announced that a new web-based risk and eligibility assessment tool, Loan Quality Advisor (LQA), is now available to sellers....more

Freddie Mac Introduces Low Activity Fee, Updates Numerous Seller/Servicer Requirements

On May 15, Freddie Mac issued Bulletin Number 2013-8, which includes numerous revisions to requirements for sellers and servicers. ...more

TRANSACTIONAL: Project Development/Finance: Key Considerations in Energy Take-or-Pay Contracts

Perhaps the most common type of off-take contract in a large scale energy project is the take-or-pay contract. A properly constructed take-or-pay contract provides the seller with an assured revenue stream that ensures an...more

“Cheeky” Maryland Rule, Requiring Mutuality In Arbitration Agreements, Not Preempted Under Concepcion

In most cases, if this blog mentions Concepcion, it means that a court has found a state statute or line of decisions is preempted by the FAA. A Maryland rule, however, recently ran the Concepcion gauntlet and survived. See...more

Antimonopoly Law Considerations and Risk Management in connection with M&A Transactions

In This Presentation: - General Indemnity: (1) Background and structure (2) Main provisions (3) Conduct of claims - Antitrust Indemnity: (1) Background (2) Main provisions (3) Conduct of...more

The Top Ten Points to Watch For In Commercial Real Estate Contracts – Point #2

When Do We Close? - In today’s post we turn to Question #2 – “When do we close?.” “Closing” is the focal point of any commercial transaction, with good reason. It’s the date that the purchase price is paid to the...more

Buyer Beware: Reduced Indemnity On Account Of Supposed (Mythical?) Tax Benefits.

Originally published in Deal Points: The Newsletter of the Mergers and Acquisitions Committee - American Bar Association - Winter 2013. When the seller of a business or the assets of a business is negotiating the scope...more

Caveat Consignor

Auction houses typically do not disclose the identity of the seller on their sales contracts. A recent New York trial court decision may drastically change that longstanding practice. The auction trade is supply-driven....more

How Tobin Tax and certain regulatory duties affect Block Trades in Italy

Italian Law No. 228 dated December 24, 2012, which approved the 2013 budget, contemplates, among others, a new tax applicable to certain financial transactions (the “Tobin Tax”). The Tobin Tax will apply to transactions,...more

Freddie Mac Offers Flexibility For Certain Selling Guide Verification Requirements

On December 14, Freddie Mac issued Bulletin 2012-28 (Bulletin), which provides sellers more flexibility with regard to certain required verifications. Under the new policy, Freddie Mac will (i) allow sellers to obtain a...more

20 Results
|
View per page
Page: of 1