LexisNexis® recently licensed several highly regarded Wolters Kluwer Answer Books helpful for tax practitioners, especially in answering, quickly and easily, key questions in the area of employee benefits...
A mechanic's lien is a security interest in real estate upon which work was performed and materials furnished. Mechanic's liens in Colorado have a super-priority, making them an effective payment...
After some high-profile scandals involving the misappropriation of client assets, the U.S. Securities and Exchange Commission (SEC) has taken significant steps to enhance the safekeeping of client funds...
The technology M&A sector has seen significant deal activity in the past few years, including multiple deals in excess of a billion dollars and numerous smaller, strategic deals. Technology deals present...
LexisNexis® recently licensed three highly regarded Wolters Kluwer Answer Books essential for L&E practitioners: Employment Law Answer Book, Wage and Hour Answer Book, and Payroll Answer Book....
Sandbagging, in the context of an M&A transaction, refers to a situation where the buyer closes an acquisition based on certain representations and warranties it knows to be false, and then seeks to hold the seller liable post-closing for breach of those same representations and warranties. In the recent Delaware Court of Chancery’s decision in Arwood v. AW Site Services, LLC, the court affirmed its pro-sandbagging stance in rejecting seller’s argument that buyer was foreclosed from asserting claims for contractual breach of representation and warranty in the acquisition agreement because buyer knew that such seller representations were false prior to closing. Review this guidance discussing the Arwood decision.
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