Mergers & Acquisitions (Considerations)
Transferability of Liability. Unless contractually negotiated to the contrary, upon the consummation of a stock sale, the target’s liabilities (including trades and accounts payable, lines of credit, secured and unsecured long-term term) credit are transferred to the acquirer by operation of state law. If the acquirer requires financing from a.
Read MoreMergers & Acquisitions (Overview)
An acquisition structure may be structured in one of three ways: (A) stock or equity purchase, (B) asset sale, and (iii) merger. The acquirer and target have competing economic, legal interests and tax considerations within each structure. In a merger, two separate legal entities become one surviving entity. Upon closing.
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