News & Analysis as of

Sale of Assets Corporate Sales Transactions

Troutman Pepper

EDVA Judge Trims Down Claims in Trademark Dispute Arising From Business Sale

Troutman Pepper on

A pending EDVA case shows how the failure to address intellectual property rights in an asset sale can mushroom into multinational litigation, including a dispute over trademark rights in the United States....more

Morgan Lewis

Delaware Bankruptcy Court Ruling on $7.2B Claim Affects Fraudulent Transfer Defense, Valuation Litigation

Morgan Lewis on

In a decision likely to have a knock-on effect for future fraudulent transfer defense and valuation litigation, the Delaware bankruptcy court recently ruled that the price agreed in the sale of an oil and gas company closed...more

Gray Reed

Buying Daughter a Business – Assets or Stock?

Gray Reed on

On Father’s Day, Morgan Bux celebrated with her dad Big Daddy Bux and asked him to team up with her to buy the fast-growing Green Earth Air Conditioning and Heating, LLC in Buda from the Green Earth retiring owner Gaia....more

Gray Reed

Potential Pitfalls in Waiving or Retaining Attorney-Client Privilege over Pre-Closing Communications in Asset Sales

Gray Reed on

In DLO Enterprises, Inc. v. Innovative Chemical Products Group, LLC, the Delaware Court of Chancery (the “Court”) in an unpublished opinion analyzed whether the asset purchase agreement included the sale to the buyer of the...more

Dorsey & Whitney LLP

Chancery Opinion Provides First Delaware Court Guidance on COVID-19’s Impact on MAE Provisions and Ordinary Court Course Covenants

Dorsey & Whitney LLP on

On November 30, 2020, Vice Chancellor Laster of Delaware’s Court of Chancery issued the first case where the pandemic provided a company with the ability to walk away from its contractual obligations in a sale transaction,...more

Tucker Arensberg, P.C.

New Rollover Rules For Participant Loans Can Help With Corporate Transactions

Tucker Arensberg, P.C. on

When a company is sold and its retirement plan is terminated, an employee with an outstanding participant loan under the plan may have a problem. If the buyer and seller work together, the employee can be offered a choice to...more

McGuireWoods LLP

Another Court Deals with Privileged Communications' Ownership after a Corporate Transaction

McGuireWoods LLP on

Most if not all courts recognize that selling a corporation's stock transfers ownership of the corporation's privileged communications. These can include even communications about the sale transaction. Great Hill Equity...more

Williams Mullen

Sharpening the Blue Pencil: NC Court of Appeals Allows Buyer and Seller to Authorize Trial Court Reformation of Non-Competes...

Williams Mullen on

With its split decision in Beverage Systems of the Carolinas, LLC v. Associated Beverage Repair, LLC, et al. (No. COA14-185), the North Carolina Court of Appeals has created a new question about the universal application of...more

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