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EBITDA › Merger Agreements › Representations and Warranties

Secretariat

Post-M&A Headaches – When the Numbers Don’t Add Up Post Closing

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The ink is dry, the deal is closed, and the integration roadmap is underway. But for many acquirers, the honeymoon phase of a merger or acquisition ends abruptly when post-closing financials begin to diverge from...more

Carlton Fields

Under the Microscope: Dissecting Errors to Evaluate RWI Damage Claims

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After an M&A transaction, a buyer may discover certain misrepresentations as to the target company’s historical reserves. These misrepresentations often result in a RWI claim by the acquiring company. In these cases, it is...more

Cadwalader, Wickersham & Taft LLP

M&A Update: Akorn Falls Far from the Tree: Delaware Chancery Court Finds a “Material Adverse Effect” for the First Time in Akorn,...

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On October 1, 2018, the Delaware Court of Chancery found in Akorn, Inc. v. Fresenius Kabi AG, et al. that Fresenius was entitled to terminate its merger agreement with Akorn. ...more

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